ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
The information in this Report set forth under Item 2.03 regarding the Modified Term Loan is incorporated herein by reference.
ITEM 1.02 TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT
Termination of Purchase and Sale Agreement for Sale of The Offices at Greenhouse
As previously disclosed in a Current Report on Form 8-K filed with the Securities and Exchange Commission on April 12, 2024 (the “Prior 8-K”), KBS Growth & Income REIT, Inc. (the “Company”), through an indirect wholly owned subsidiary (the “Owner”), entered into a purchase and sale agreement and escrow instructions (the “Sale Agreement”) for the sale of The Offices at Greenhouse to Red River Asset Management, LLC (the “Purchaser”). The Offices at Greenhouse is a five-story Class A office building containing 203,284 rentable square feet located on approximately 4.6 acres of land in Houston Texas originally acquired by the Company on November 14, 2016.
On May 22, 2024, the Purchaser defaulted on its obligation to purchase the Offices at Greenhouse when it failed remit the balance of the purchase price required for closing. Accordingly, the Sale Agreement was terminated. As a result, the Purchaser forfeited approximately $0.8 million of earnest money deposited in connection with the sale.
ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT
Modified Term Loan
On May 31, 2024, the Owner, as borrower under the Modified Term Loan, which is secured by the Offices at Greenhouse, entered into a fifth modification agreement (the “Fifth Modification Agreement”) with JP Morgan Chase Bank, N.A. (the “Lender”). The Fifth Modification Agreement (i) extends the maturity date of the Modified Term Loan to August 31, 2024, (ii) confirms that the discounted payoff agreement, as described in the Prior 8-K, is terminated on its terms as the sale of the Offices at Greenhouse failed to close by May 31, 2024, and (iii) the earnest money received by the Owner following the termination of the Sale Agreement shall be remitted to the Lender, less certain costs and expenses incurred by the Owner.
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