Amendment No. 2 to Senior Secured Term Loan Agreement between Berkshire Hathaway Life Insurance Company of Nebraska and Seritage Growth Properties, L.P.
This amendment updates the existing loan agreement between Berkshire Hathaway Life Insurance Company of Nebraska and Seritage Growth Properties, L.P. The changes remove the 'make whole' provision for principal prepayments and allow the borrower to extend the loan's maturity by two years if the principal is reduced to $800 million by July 31, 2023. If this condition is not met, the loan becomes due. All other terms of the original agreement remain unchanged.
Exhibit 10.1
Dated November 24, 2021
AMENDMENT NO. 2 TO SENIOR
SECURED TERM LOAN AGREEMENT
Berkshire Hathaway Life Insurance Company of Nebraska (as Administrative Agent and Lender), and Seritage Growth Properties, L.P. (as Borrower) and Seritage Growth Properties (as Parent and Guarantor), under that certain Secured Term Loan Agreement dated as of July 31, 2018 (the Loan Agreement), mutually agree the following Amendment No. 2 to the Loan Agreement:
| (1) | The “make whole” provision in the Loan Agreement shall not be applicable to prepayments of principal; and |
| (2) | The Loan Agreement, as amended for (1) above, may at Borrower’s election be extended for two years from July 31, 2023 (the Maturity Date) if its principal has been reduced to $800 million by the Maturity Date. If it has not been reduced to this limit by the Maturity Date, the loan will be due and payable. |
In all other respects, the Loan Agreement remains unchanged.
ACCEPTED AND AGREED:
Berkshire Hathaway Life Insurance Company of Nebraska
| By: | /s/ Brian Snover | |||
| Name/Title: | Brian Snover, Senior Vice President | |||
Seritage Growth Properties, L.P. and Seritage Growth Properties
| By: | /s/ Matthew Fernand | |||
| Name: | Matthew Fernand | |||
| Title: | Chief Legal Officer & Corporate Secretary | |||
