UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of the Securities Exchange Act of 1934
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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).
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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. ☐
This Current Report on Form 8-K is filed by CBRE Group, Inc., a Delaware corporation (the “Company”), in connection with the matters described herein.
| Item 1.01 | Entry into a Material Definitive Agreement |
On July 9, 2021, the Company, CBRE Services, Inc., a subsidiary of the Company (“Services” or the “U.S. Borrower”), CBRE Limited (a subsidiary of Services or, the “U.K. Borrower”), the lenders party thereto, and Credit Suisse AG (“Credit Suisse”), as administrative agent, entered into an Incremental Assumption Agreement (the “Assumption Agreement”) with respect to that certain Credit Agreement, dated as of October 31, 2017 (as previously amended, the “Credit Agreement”), among the Company, Services, certain subsidiaries of Services, the lenders party thereto and Credit Suisse, as administrative agent.
The Assumption Agreement was entered into for purposes of increasing the revolving credit commitments (the “Revolving Credit Commitments”) available under the Credit Agreement by an aggregate principal amount of $350 million. Such increase is comprised of (i) an increase in Domestic Revolving Credit Commitments (as defined in the Credit Agreement) by an aggregate principal amount of $330 million (bringing the Domestic Revolving Credit Commitments to $2.63 billion in total) and (ii) and an increase of the U.K. Revolving Credit Commitments (as defined in the Credit Agreement) by an aggregate amount of $20 million (bringing the U.K. Revolving Credit Commitments to $320 million in total).
Other Terms
The increased Revolving Credit Commitments are subject to the same terms relating to interest rates, fees, guarantees, mandatory prepayments and covenants that are currently applicable to the Company’s existing revolving credit facility under the Credit Agreement prior to giving effect to the Assumption Agreement.
The description of the Assumption Agreement is a summary and is qualified in its entirety by the Assumption Agreement, filed as Exhibit 10.1 to this Current Report on Form 8-K, and incorporated herein by reference.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth under Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. |
Description | |
| 10.1 | Incremental Assumption Agreement, dated as of July 9, 2021, among CBRE Group, Inc., CBRE Services, Inc., CBRE Limited, the lenders party thereto and Credit Suisse AG, Cayman Islands Branch, as administrative agent. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: July 13, 2021 | CBRE GROUP, INC. | |||||
| By: | /s/ LEAH C. STEARNS |
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| Leah C. Stearns | ||||||
| Chief Financial Officer | ||||||