SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported): May 1, 2021
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
10070 Daniels Interstate Court, Suite 100, Fort Myers, FL 33913
(Address of principal executive offices)(Zip Code)
(Registrant’s telephone number, including area code)
(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:
Written communications pursuant to Rule 425 under the Securities Act (17 C.F.R. 230.425)
Soliciting Material pursuant to Rule 14a-12 under the Exchange Act (17 C.F.R. 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 C.F.R. 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Name of each exchange on which registered
Nasdaq Global Select Market
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 1.01 Entry into a Material Definitive Agreement
Effective May 1, 2021, by way of a Fifth Amendment to Amended and Restated Credit Agreement (the “Fifth Amendment”) and certain Amended and Restated Fixed Rate Term Notes (the “Notes”), the Company modified its Metropolitan Life Insurance Company and New England Life Insurance Company (collectively “Met”) Fixed-Rate Term Loans to be interest only with a balloon payment of the full loan principal, which amount is to be paid at maturity on November 1, 2029. The Met Fixed-Rate Term Loans, after taking into account the effect a prepayment of $10,312,500 made by the Company in April 2021, have an aggregate balance as of May 1, 2021, of $70,000,000. As part of the modification, the interest rate on these Met Fixed-Rate Term Loans, which were bearing interest at 4.15%, has been adjusted to be 3.85%, and the Company will no longer have scheduled quarterly principal payments or the option to make certain additional principal prepayments as previously allowed under the arrangement.
The foregoing description of the Fifth Amendment and the related Notes is qualified in its entirety by reference to the complete terms of such documents, which are attached as composite Exhibit 10.1 to this Current Report on Form 8-K and are incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits
Cover Page Interactive Data File (embedded within the Inline XBRL document).
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.
Date: May 5, 2021
/s/ Richard Rallo
Senior Vice President and Chief Financial Officer