| Item 1.01 | Entry into a Material Definitive Agreement. |
On July 31, 2008, a subsidiary (the Borrower) of Meruelo Maddux Properties, Inc. (the Company) entered into a $84.0 million construction loan agreement with Canpartners Realty Holding Company IV LLC (the Loan Agreement). Advances under the loan will be used primarily to (a) fund the remaining development needs on the Companys 35-story, high-rise multi-family project at 717 W. Ninth St. in downtown Los Angeles, (b) fund an interest payment reserve and (c) fund a real estate tax and insurance reserve. The facility is secured by the 717 W. Ninth property and improvements thereon, the reserves and an undeveloped project of the Companys known as Meruelo Chinatown Towers located at 129 West College Street in Los Angeles. The Loan Agreement has an initial term of 18 months with five extension periods of six months each, for a total of up to 48 months, subject to the Borrowers satisfaction of certain conditions, including the payment of extension fees. The loan has a 1.50% commitment fee for the initial 18-month term and a fixed 12.00% interest rate through final maturity. The Borrower may prepay the loan during the initial 18-month term upon payment of a prepayment penalty. The prepayment penalty is structured such that the lender will receive a minimum interest payment equal to 12 months of interest in total (net of any interest previously received) on advanced loan proceeds.
The foregoing description is a summary and is qualified in its entirety by reference to the exhibits filed herewith.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth above in Item 1.01 regarding the Loan Agreement is hereby incorporated into Item 2.03 by reference.
| Item 9.01 | Financial Statements and Exhibits |
| (d) | Exhibits |
| Exhibit No. |
Description | |
| 10.1 | Loan Agreement, dated as of July 31, 2008, by an among Meruelo Maddux 845 S. Flower Street, LLC, and Canpartners Realty Holding Company IV LLC | |
| 10.2 | Form of Note by Meruelo Maddux 845 S. Flower Street, LLC in favor of Canpartners Realty Holding Company IV LLC | |
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SIGNATURES
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 thereunto duly authorized.
| MERUELO MADDUX PROPERTIES, INC. | ||
| By: | /s/ Andrew Murray | |
| Andrew Murray | ||
| Chief Financial Officer | ||
Dated: August 4, 2008
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Exhibit Index
| Exhibit No. |
Description | |
| 10.1 | Loan Agreement, dated as of July 31, 2008, by an among Meruelo Maddux 845 S. Flower Street, LLC, and Canpartners Realty Holding Company IV LLC | |
| 10.2 | Form of Note by Meruelo Maddux 845 S. Flower Street, LLC in favor of Canpartners Realty Holding Company IV LLC | |