Pacific Oak Strategic Opportunity REIT Inc.
08/22/2024 | Press release | Distributed by Public on 08/22/2024 13:15
Proxy Results Form 8 K
ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT
On August 20, 2024, Pacific Oak SOR (BVI) Holdings, Ltd. (the "BVI"), a wholly owned subsidiary of Pacific Oak Strategic Opportunity REIT, Inc., completed a public offering to Israeli investors of 299.0 million Israeli new shekels (approximately $80.9 million as of August 20, 2024) par value of Series D bonds (the "Series D Expansion"). The Series D Expansion was issued and registered with the Tel Aviv Stock Exchange on August 20, 2024. The proceeds from the Series D Expansion are reserved for the partial repayment of holders of Series B bonds previously issued by the BVI. The Series D Expansion will bear interest at the rate of 9.5% per year, payable semiannually and has principal installment payments equal to 33.33% of the face amount of the Series D Expansion on February 28th of each year from 2027 to 2029.
The terms of the Series D Expansion are governed by a deed of trust, dated as of April 21, 2024, between the BVI and Reznik Paz Nevo Trusts Ltd., as trustee, pursuant to which the BVI previously completed an offering of 288.1 million Israeli new shekels (approximately $76.2 million as of April 24, 2024) of Series D bonds to Israeli investors (the "Series D Deed of Trust"). The Series D Deed of Trust authorizes the BVI to issue additional Series D bonds through series expansions, subject to compliance with certain conditions, including that the total outstanding principal balance of the Series D bond offerings may not exceed 900.0 million Israeli new shekels. As of the date of filing, the BVI has issued an aggregate amount of 587.1 million Israeli new shekels (approximately $158.9 million as of August 20, 2024) of Series D bonds. The Series D Expansion has an equal level of security, pari passu, amongst themselves and between them and the initial Series D bonds issued in April 2024 without any right of precedence or preference between any of them. The Series D Deed of Trust describes circumstances under which the bonds could become due and payable early, including but not limited to the following: if the BVI fails to repay payments received under the Series D Deed of Trust or does not comply with material undertakings made to holders and does not timely cure, if it becomes insolvent or liquidates, or if it fails to comply with certain financial covenants during two consecutive quarters.