Exhibit 10.1
THIRD AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT
THIS THIRD AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of
March 29, 2019 (the "Agreement"), is executed by each of the Lenders hereto,
SUNTRUST BANK, as Administrative Agent (the "Administrative Agent"), COMMUNITY
HEALTHCARE OP, LP, a Delaware limited partnership (the "Borrower"), COMMUNITY
HEALTHCARE TRUST INCORPORATED, a Maryland corporation (the "REIT Guarantor"),
the Subsidiary Loan Parties and the other parties hereto.
WHEREAS, the Borrower, the REIT Guarantor, the financial institutions signatory
thereto and their assignees thereunder (the "Lenders"), the Administrative
Agent, and the other parties thereto, have entered into that certain Second
Amended and Restated Credit Agreement dated as of March 29, 2017 (as amended,
restated, supplemented or otherwise modified from time to time, the "Credit
Agreement");
WHEREAS, pursuant to Section 2.23 of the Credit Agreement, the Borrower may
request Incremental Term Loans in the form of Non-Conforming Credit Extensions
in accordance with the terms and conditions of the Credit Agreement;
WHEREAS, the Borrower has notified the Administrative Agent of its request for
Non-Conforming Credit Extensions and corresponding Incremental Term Loans (the
"A-3 Term Loans" and the Term Loan Commitments relating thereto, the "A-3 Term
Loan Commitments") pursuant to Section 2.23 of the Credit Agreement in an
aggregate principal amount equal to $75,000,000;
WHEREAS, certain Persons party to this Agreement willing to provide A-3 Term
Loan Commitments with respect to the A-3 Term Loans (such Persons, and any
permitted assignees thereof, the "A-3 Term Loan Lenders") have indicated their
willingness to make such A-3 Term Loans on the terms and subjects to the
conditions herein; and
WHEREAS, the Borrower and REIT Guarantor have requested to make certain
amendments to the Credit Agreement as set forth herein and the Administrative
Agent and the Lenders have agreed to such amendments on the terms and conditions
set forth herein.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency
of which hereby are acknowledged by the parties hereto, the parties hereto
hereby agree as follows:
Section 1. A-3 Term Loans.
(a) Subject to the terms and conditions set forth herein, on the date all of the
conditions precedent in Section 3 below are satisfied or waived in accordance
with the terms hereof (the "Third Amendment Closing Date"), each A-3 Term Loan
Lender severally (and not jointly) agrees to make an A-3 Term Loan to the
Borrower in a principal amount equal to the amount corresponding to such A-3
Term Loan Lender's "A-3 Term Loan Commitment" as set forth on Schedule I
attached hereto. Each A-3 Term Loan Commitment shall be a "Term Loan Commitment"
for all purposes under the Credit Agreement. Each A-3 Term Loan made by an A-3
Term Loan Lender pursuant to this Agreement shall have the terms set forth
herein and in the Credit Agreement (as amended by this Agreement). If for any
reason $75,000,000 of the aggregate amount of the A-3 Term Loan Commitments is
not fully drawn on the Third Amendment Closing Date, the