Current Report Filing (8-k)
11 2월 2023 - 7:02AM
Edgar (US Regulatory)
0001575311
false
0001575311
2023-02-10
2023-02-10
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xbrli:shares
iso4217:USD
xbrli:shares
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
February 10, 2023
BROOKFIELD
DTLA FUND OFFICE TRUST INVESTOR INC.
(Exact name of registrant as specified
in its charter)
Maryland |
001-36135 |
04-2616226 |
(State or other jurisdiction
of incorporation) |
(Commission
File Number) |
(IRS Employer
Identification Number) |
250
Vesey Street, 15th Floor, New
York, New York 10281
(Address of principal
executive offices) (Zip Code)
(Registrant’s telephone number, including
area code)
(212) 417-7000
N/A
(Former name or former address, if changed
since last report.)
Check the appropriate box below if the
Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2 below):
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ¨
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 2.04 |
Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement. |
Subsidiaries of Brookfield
DTLA Fund Office Trust Investor Inc. (the “Company”) have secured loans of $465.0 million on Gas Company Tower, comprised
of a $350.0 million mortgage loan, a $65.0 million mezzanine loan and a $50.0 million junior mezzanine loan (collectively, the “Gas
Company Tower Loans”). There is $465.0 million currently outstanding under the Gas Company Tower Loans. The initial maturity date
of the Gas Company Tower Loans was February 9, 2023, with three one-year extension options. The Company did not exercise the option to
extend the maturity of the loans and therefore, on February 9, 2023, the Gas Company Tower Loans matured, and an Event of Default (as
defined in the underlying loan agreements) has occurred and is continuing. The lenders may exercise their remedies under the loans, including
foreclosing on Gas Company Tower. As of the date of this filing, the lenders have not exercised any of their remedies under the Gas Company
Tower Loans
Other Subsidiaries of the
Company have secured loans of $318.6 million on 777 Tower, comprised of a $268.6 million mortgage loan and a $50.0 million mezzanine loan
(collectively, the “777 Tower Loans”). There is $288.9 million currently outstanding under the 777 Tower Loans. The Company
did not obtain an Interest Rate Protection Agreement (as defined in the underlying loan agreements) which constitutes an Event of Default
(as defined in the underlying loan agreements). Wells Fargo Bank, National Association, as Administrative Agent for the lenders under
the mortgage loan, has notified the relevant subsidiary of the Company that defaults and potential defaults have occurred under the loan
and that the lenders have the right to exercise their remedies under the 777 Tower Loans, including, without limitation, declaring the
debt to be immediately due and payable and foreclosing on 777 Tower. As a result of the default under the mortgage loan, an Event of Default
(as defined in the underlying loan agreements) has occurred and is continuing under the mezzanine loan. As of the date of this filing,
the lenders have not exercised any of their remedies under the 777 Tower Loans.
For
further information see the sections titled “MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS” and “RISK FACTORS” in the Company’s Form 10-Q for the quarter ended September 30, 2022.
SIGNATURE
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|
BROOKFIELD
DTLA FUND OFFICE TRUST INVESTOR INC. |
|
|
Dated: February 10, 2023 |
By: |
/s/ Michelle L. Campbell |
|
|
Name: |
Michelle L. Campbell |
|
|
Title: |
Senior Vice President, Secretary |
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