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Debt | 9 Months Ended
--- | ---
Sep. 30, 2022
Debt Disclosure [Abstract] |
Debt | 7. Debt A summary of the Company’s consolidated indebtedness is as follows (dollars in thousands):
|  | Interest Rate at |  |  |  | Carrying Value at
|  | September 30, |  | December 31, |  | Maturity Date at |  | September 30, |  | December 31,
|  | 2022 |  | 2021 |  | September 30, 2022 |  | 2022 |  | 2021
Mortgages Payable |  |  |  |  |  |  |  |  |  |
Core Fixed Rate |  | 3.88%-5.89% |  | 3.88%-5.89% |  | Feb 2024 - Apr 2035 |  | $144,326 |  | $145,464
Core Variable Rate - Swapped (a) |  | 3.41%-4.54% |  | 3.41%-4.54% |  | Jun 2026 - Nov 2028 |  | 60,390 |  | 72,957
Total Core Mortgages Payable |  |  |  |  |  |  |  | 204,716 |  | 218,421
Fund II Variable Rate |  | SOFR+2.61% |  | LIBOR+2.75% - PRIME+2.00% |  | Aug 2025 |  | 132,259 |  | 255,978
Fund III Variable Rate |  | SOFR+3.35% |  | LIBOR+2.75% |  | Jul 2023 |  | 35,970 |  | 34,728
Fund IV Fixed Rate |  | 4.50% |  | 4.50% |  | Oct 2025 |  | 1,120 |  | 1,120
Fund IV Variable Rate |  | LIBOR+1.75%-LIBOR+3.65% |  | LIBOR+1.60%-LIBOR+3.65% |  | Oct 2022 - Jun 2026 |  | 151,735 |  | 221,832
Fund IV Variable Rate - Swapped (a) |  |  |  | 3.48%-4.61% |  |  |  | — |  | 23,316
Total Fund IV Mortgages and Other Notes Payable |  |  |  |  |  |  |  | 152,855 |  | 246,268
Fund V Fixed Rate |  | 3.35% |  | 3.35% |  | May 2023 |  | 31,801 |  | 31,801
Fund V Variable Rate |  | LIBOR + 1.85% - SOFR + 2.76% |  | LIBOR + 1.85% - SOFR + 2.76% |  | Jun 2023 - Nov 2026 |  | 58,136 |  | 58,878
Fund V Variable Rate - Swapped (a) |  | 2.51%-5.11% |  | 2.43%-4.78% |  | Jan 2023 - Apr 2025 |  | 337,481 |  | 297,731
Total Fund V Mortgages Payable |  |  |  |  |  |  |  | 427,418 |  | 388,410
Net unamortized debt issuance costs |  |  |  |  |  |  |  | (8,352) |  | (3,958)
Unamortized premium |  |  |  |  |  |  |  | 369 |  | 446
Total Mortgages Payable |  |  |  |  |  |  |  | $945,235 |  | $1,140,293
Unsecured Notes Payable |  |  |  |  |  |  |  |  |  |
Core Variable Rate Unsecured Term Loans - Swapped (a) |  | 3.65%-5.32% |  | 3.65%-5.32% |  | Jun 2026 - Jul 2029 |  | $650,000 |  | $400,000
Fund II Unsecured Notes Payable |  |  |  | LIBOR+2.25% |  |  |  | — |  | 40,000
Fund IV Subscription Facility |  | SOFR+2.01% |  | SOFR+2.01% |  | Dec 2022 |  | — |  | 5,000
Fund V Subscription Facility |  | SOFR+1.86% |  | LIBOR+1.90% |  | May 2023 |  | 49,726 |  | 118,028
Net unamortized debt issuance costs |  |  |  |  |  |  |  | (5,416) |  | (3,988)
Total Unsecured Notes Payable |  |  |  |  |  |  |  | $694,310 |  | $559,040
Unsecured Line of Credit |  |  |  |  |  |  |  |  |  |
Core Unsecured Line of Credit - Variable Rate |  | LIBOR + 1.40% |  | LIBOR + 1.40% |  | Jun 2025 |  | $62,050 |  | $46,491
Core Unsecured Line of Credit -Swapped (a) |  | 3.65%-5.32% |  | 3.65%-5.32% |  | Jun 2025 |  | 116,237 |  | 66,414
Total Unsecured Line of Credit |  |  |  |  |  |  |  | $178,287 |  | $112,905
Total Debt - Fixed Rate (b) |  |  |  |  |  |  |  | $1,341,355 |  | $1,038,803
Total Debt - Variable Rate (c) |  |  |  |  |  |  |  | 489,876 |  | 780,935
Total Debt |  |  |  |  |  |  |  | 1,831,231 |  | 1,819,738
Net unamortized debt issuance costs |  |  |  |  |  |  |  | (13,768) |  | (7,946)
Unamortized premium |  |  |  |  |  |  |  | 369 |  | 446
Total Indebtedness |  |  |  |  |  |  |  | $1,817,832 |  | $1,812,238
a) At September 30, 2022, the stated rates ranged from LIBOR + 1.50% to LIBOR +1.70% for Core variable-rate debt; SOFR + 2.61% for Fund II variable-rate debt; LIBOR + 3.10% for Fund III variable-rate debt; LIBOR 1.75% to LIBOR + 3.65% for Fund IV variable-rate debt; LIBOR + 1.50% to SOFR + 2.50% for Fund V variable-rate debt; LIBOR + 1.55% to SOFR + 1.60% for Core variable-rate unsecured term loans; and LIBOR + 1.40% for Core variable-rate unsecured lines of credit. b) Includes $1,164.1 million and $860.4 million, respectively, of variable-rate debt that has been fixed with interest rate swap agreements as of the periods presented. c) Includes $107.3 million and $110.5 million, respectively, of variable-rate debt that is subject to interest cap agreements as of the periods presented. Credit Facilities The Company has a $700.0 million senior unsecured credit facility, as amended (the “Credit Facility”), comprised of a $300.0 million senior unsecured revolving credit facility (the “Revolver”) which bears interest at LIBOR + 1.40%, and a $400.0 million senior unsecured term loan (the “Term Loan”) which bears interest at LIBOR + 1.55%. The Revolver matures on June 29, 2025, subject to two six-month extension options, and the Term Loan matures on June 29, 2026. The Credit Facility provides for an accordion feature, which allows for one or more increases in the revolving credit facility or term loan facility, for a maximum aggregate principal amount not to exceed $900.0 million. The Revolver and Term Loan were swapped to fixed rates at September 30, 2022. On April 6, 2022, the Company entered into a term loan (the "$175.0 Million Term Loan"). The $175.0 Million Term Loan bears interest at SOFR plus 1.5% and m atures on April 6, 2027. In addition, during the second quarter of 2022, the Company entered into swaps totaling $150.0 million (Note 8) to fix SOFR at an average rate of 2.5% for borrowings under the $175.0 Million Term Loan. The proceeds of the $175.0 Million Term Loan were used to pay down the Revolver. On July 29, 2022, the Company entered into an additional term loan (the "$75.0 Million Term Loan"). The $75.0 Million Term Loan bears interest at SOFR plus 2.05% an d matures on July 29, 2029. The proceeds of the $75.0 Million Term Loan were used to pay down the Revolver. During the third quarter, the Company entered into seven swap agreements with an aggregate notional amount of $175.0 million to fix SOFR at an average rate of 2.5% to hedge its variable interest rate exposure. Mortgages and Other Notes Payable During the nine months ended September 30, 2022, the Company (amounts represent balances at the time of transactions): • entered into a new Fund mortgage in the amount of $50.2 million in the second quarter; • extended six Fund mortgages, three of which were extended during the first quarter totaling $78.2 million (excluding principal reductions of $1.1 million), two of which were extended during the second quarter total ing $62.2 million, and one of which was extended during the third quarter totaling $36.0 million; • modified the terms of one mortgage during the first quarter which had an outstanding balance of $20.8 million prior to modification. The maturity date was extended from February 14, 2022 to February 14, 2023, and the interest rate was changed from LIBOR plus 1.60% to SOFR plus 1.75%; During the second quarter, the Company extended the term by two months and modified the $42.2 million (excluding principal reductions of $8.6 million) Fund IV bridge facility changing the rate to SOFR plus 2.56%; During the third quarter, the Company modified the terms of the Fund IV bridge facility reflecting an extension of maturity to December 29, 2023, which had an outstanding balance of $42.2 million prior to the modification. • refinanced a Core loan in the third quarter with an outstanding balance of $25.4 million with a new loan of $26.0 million at an interest rate of 4.0% maturing July 10, 2027. • refinanced Fund II mortgage debt and unsecured note collateralized by the real estate assets of City Point Phase II in the third quarter with an aggregate outstandin g balance of $255.9 million and $40.0 million, respectively, ("City Point debt"), with a single $198.0 million mortgage loan, with initial proceeds of approximately $132.3 million and a loan from the Company to other Fund II Investors (Note 10). The mortgage has a three-year initial term and be ars interest at SOFR + 2.61%. The mortgage is collateralized by the real estate assets of City Point, of which $50.0 million is guaranteed by the Operating Partnership; • entered into a swap agreement during the first quarter with a notional value of $15.1 million for its New Towne Center mortgage replacing the existing swap that expired (Note 8); During the second quarter, the Company entered into a swap for a Fund V mortgage of $42.4 million fixing the all-in rate at 5.1%; • repaid one Core mortgage of $12.3 million during the first quarter and repaid three Fund mortgages in the aggregate amount of $57.8 million in connection with the sale of properties during the first quarter (Note 2); repaid one Fund mortgage during the second quarter in the amount of $22.7 million; repaid two Fund mortgages during the third quarter in the aggregate amount of $29.5 million in connection with the sale of a property during the third quarter; and • made scheduled principal payments totaling $5.7 million and repaid $17.0 million on the Fund IV secured bridge facility. During the year ended December 31, 2021, the Company (amounts represent balances at the time of transactions): • assumed a $31.8 million mortgage upon the acquisition of Canton Marketplace (Note 2) with an interest rate of 3.35% and a maturity date of May 1, 2023; Entered into a $29.2 million mortgage collateralized by Monroe Marketplace (Note 2) with an interest rate of SOFR plus 2.76% and a maturity date of November 12, 2026; • extended 11 Fund mortgages, two of which were extended during the first quarter totaling $37.7 million (after principal reductions of $1.7 million), five of which were extended during the second quarter totaling $125.7 million (after principal reductions of $6.5 million), two of which were extended during the third quarter totaling $53.1 million (after principal reductions of $10.2 million), and two of which were extended during the fourth quarter totaling $14.8 million (after principal reductions of $3.0 million); • modified the terms of the Fund IV Bridge facility during the fourth quarter reflecting an extension of maturity to June 30, 2022 which had an outstanding balance of $64.2 million prior to modification. The facility had an outstanding balance of $59.2 million and $79.2 million at December 31, 2021 and 2020, respectively, reflecting repayments during 2021. In addition, during the first quarter of 2021, the interest rate was changed from LIBOR plus 2.00% to LIBOR plus 2.50% with a floor of 0.25%; • refinanced a Fund II loan for $18.5 million with a new loan of $16.8 million at an interest rate of LIBOR + 2.75% maturing August 11, 2022; • entered into a swap agreement during the first quarter with a notional value of $16.7 million, for its New Towne Plaza mortgage replacing the existing swap which expired. In addition, the Company terminated two forward-starting interest rate swaps resulting in cash proceeds of approximately $3.4 million during the first quarter (Note 8); • repaid one Core mortgage of $6.7 million in connection with the sale of 60 Orange Street during the first quarter and four Fund mortgages in the aggregate amount of $23.5 million in connection with the sale of the properties during the second quarter (Note 2); and • made scheduled principal payments of $8.6 million. At September 30, 2022 and December 31, 2021, the Company’s mortgages were collateralized by 34 and 37 properties, respectively, and the related tenant leases. Certain loans are cross-collateralized and contain cross-default provisions. The loan agreements contain customary representations, covenants and events of default. Certain loan agreements require the Company to comply with affirmative and negative covenants, including the maintenance of debt service coverage and leverage ratios. The Operating Partnership has guaranteed up to $50.0 million of the Fund IV Bridge loan. The Company was not in default on any of its loan agreements at September 30, 2022. A portion of the Company’s variable-rate mortgage debt has been effectively fixed through certain cash flow hedge transactions (Note 8). Unsecured Notes Payable Unsecured notes payable for which total availability was $85.3 million and $16.3 million at September 30, 2022 and December 31, 2021, respectively, are comprised of the following: • The outstanding balance of the Term Loan was $400.0 million at each of September 30, 2022 and December 31, 2021. The Company previously entered into swap agreements fixing the rate of the Term Loan balance. • The outstanding balance of the $175.0 Million Term Loan was $175.0 million at September 30, 2022 and $0.0 at December 31, 2021. During the second quarter of 2022, the Company entered into swap agreements fixing the rate of the $175.0 Million Term Loan balance. • The outstanding balance of the $75.0 Million Term Loan wa s $75.0 mill ion at September 30, 2022 and $0.0 at December 31, 2021. • Fund II refinanced its City Point mortgage debt in the third quarter and replaced its $40.0 million term loan with a single $198.0 million mortgage loan and a loan from the Company to other Fund II investors (Note 10). The term loan had an outstanding balance of $40.0 million prior to refinancing, and also at December 31, 2021, and was collateralized by the real estate assets of City Point Phase II and guaranteed by the Operating Partnership. There was no availability prior to the modification, and also at December 31, 2021. • Fund IV has a $5.0 million subscription line with an outstanding balance and total available credit of $0.0 and $5.0 million, respectively at September 30, 2022. The outstanding balance and total availability at December 31, 2021 were $5.0 million and $0.0, respectively. At September 30, 2022 and December 31, 2021, Fund IV also has $37.0 mill ion and $0.0, respectively, available on its secured bridge facility. • Fund V has a $100.0 million subscription line collateralized by Fund V’s unfunded capital commitments, and, to the extent of Acadia’s capital commitments, is guaranteed by the Operating Partnership. The outstanding balance and total available credit of the Fund V subscription line was $49.7 million and $43.3 million, respectively at September 30, 2022 reflecting outstanding letters of credit of $7.0 million and a capacity reduction in the second and third q uarter of 2022. The outstanding balance and total available credit were $118.0 million and $16.3 million at December 31, 2021, respectively, reflecting outstanding letters of credit of $15.7 million. Unsecured Revolving Line of Credit At September 30, 2022 and December 31, 2021, the Company had a total of $121.7 million and $183.1 million available under its Revolver, reflecting borrowings of $178.3 million and $112.9 million and letters of credit of $0.0 and $4.0 million, respectively. At September 30, 2022 and December 31, 2021, $116.2 million and $66.4 million, respectively, of outstanding borrowings under its Revolver were swapped to a fixed rate. Scheduled Debt Principal Payments The scheduled principal repayments, without regard to available extension options (described further below), of the Company’s consolidated indebtedness, as of September 30, 2022 are as follows (in thousands):
Year Ending December 31, |  |  |
2022 (Remainder) |  | $ | 85,273 |
2023 |  |  | 302,526 |
2024 |  |  | 211,448 |
2025 |  |  | 417,902 |
2026 |  |  | 445,818 |
Thereafter |  |  | 368,264 |
|  |  | 1,831,231 |
Unamortized premium |  |  | 369 |
Net unamortized debt issuance costs |  |  | (13,768 | )
Total indebtedness |  | $ | 1,817,832 |
The table above does not reflect available extension options (subject to customary conditions) on consolidated debt with balances as of September 30, 2022 of $57.9 million contractually due in the remainder of 2022 and $41.1 million contractually due in 2023; most for which the Company has available options to extend by up to 12 months and for some an additional 12 months thereafter. However, there can be no assurance that the Company will be able to successfully execute any or all of its available extension options. See Note 4 for information about liabilities of the Company’s unconsolidated affiliates.

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- Definition The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -URI http://asc.fasb.org/topic&trid=2208564 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1B -Subparagraph (h) -URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611 Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1C -Subparagraph (c) -URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1I -Subparagraph (a) -URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1I -Subparagraph (d) -URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611 Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 235 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(c)) -URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690 Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1B -Subparagraph (g) -URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611 Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1C -Subparagraph (b) -URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611 Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1C -Subparagraph (a) -URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611 Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1E -Subparagraph (b) -URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611 Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1B -URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611 Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1I -Subparagraph (b) -URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611 Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1B -Subparagraph (i) -URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611 + Details
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