Realty Income Corporation filed SEC Form 8-K: Entry into a Material Definitive Agreement, Financial Statements and Exhibits
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Securities and Exchange Commission
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Item 1.01 Entry into a Material Definitive Agreement
On June 23, 2025, Realty Income Corporation (the “Company”) entered into (i) that certain First Amendment to Amended and Restated Term Loan Agreement (the “Wells Fargo Term Loan Agreement Amendment”) which amends its Amended and Restated Term Loan Agreement, dated as of January 22, 2024, among the Company, as Borrower, the lenders party thereto, Wells Fargo Bank, National Association, as Administrative Agent, and the other parties named therein (as amended, the “Wells Fargo Term Loan Agreement”), which provides for a $300 million Dollar denominated term loan due August 22, 2025, and a $500 million Dollar denominated term loan due August 20, 2027, and (ii) that certain Second Amendment to Term Loan Agreement (the “TD Term Loan Agreement Amendment” and, together with the Wells Fargo Term Loan Agreement Amendment, the “Term Loan Agreement Amendments”) which amends its Term Loan Agreement, dated as of January 6, 2023, governing the multi-currency term loans which allow us to incur up to an aggregate of $1.5 billion in total borrowings and mature in January 5, 2026, among the Company, as Borrower, the lenders party thereto, Toronto Dominion (Texas) LLC, as Administrative Agent, and the other parties named therein (as amended, the “TD Term Loan Agreement” and, together with Wells Fargo Term Loan Agreement, the “Term Loan Agreements”).
The Term Loan Agreement Amendments conform certain terms of the respective Term Loan Agreements to the terms of our recently closed Fourth Amended and Restated Credit Agreement, dated as of April 29, 2025, among the Company, as Borrower, the lenders party thereto, Wells Fargo Bank, National Association, as Administrative Agent, and the other parties named therein.
The foregoing descriptions of each of the Wells Fargo Term Loan Agreement Amendment and the TD Term Loan Agreement Amendment and the Term Loan Agreements are qualified in their entirety by reference to the full and complete terms of each of the Term Loan Agreement Amendments (including the conformed copy of each Term Loan Agreement, as amended, attached thereto), which are attached hereto as Exhibit 10.1 and Exhibit 10.2, respectively, and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| 10.1 | Wells Fargo Term Loan Agreement Amendment | |
| 10.2 | TD Term Loan Agreement Amendment | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
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.
| Dated: June 23, 2025 | REALTY INCOME CORPORATION | |
| By: | /s/ Bianca Martinez | |
| Bianca Martinez | ||
| Senior Vice President, Associate General Counsel and Assistant Secretary | ||