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Debt
3 Months Ended
Mar. 31, 2024
Debt Disclosure [Abstract]  
Debt

7. Debt

A summary of the Company’s consolidated indebtedness is as follows (dollars in thousands):

 

 

 

 

 

 

Carrying Value as of

 

 

Interest Rate as of

Maturity Date as of

 

March 31,

 

December 31,

 

 

March 31, 2024

 

March 31, 2024

 

2024

 

2023

Mortgages Payable

 

 

 

 

 

 

 

 

Core

 

3.99% - 5.89%

 

Jan 2025 - Apr 2035

 

$184,035

 

$191,830

Fund II (a)

 

SOFR+2.61%

 

Aug 2025

 

137,485

 

137,485

Fund III

 

SOFR+3.75%

 

Oct 2025

 

33,000

 

33,000

Fund IV (b)

 

SOFR+2.25% - SOFR+3.33%

 

March 2025 - Jun 2028

 

115,896

 

115,925

Fund V

 

SOFR+1.80% - SOFR+2.85%

 

Jul 2024 - Jun 2028

 

499,360

 

458,960

Net unamortized debt issuance costs

 

 

 

 

 

(7,536)

 

(7,313)

Unamortized premium

 

 

 

 

 

228

 

240

Total Mortgages Payable

 

 

 

 

 

$962,468

 

$930,127

 

 

 

 

 

 

 

 

 

Unsecured Notes Payable

 

 

 

 

 

 

 

 

Core Term Loans (c)

 

SOFR+1.60% - SOFR+1.95%

 

Jun 2026 - Jul 2029

 

$650,000

 

$650,000

Fund V Subscription Line (d)

 

 

 

 

 

 

80,600

Net unamortized debt issuance costs

 

 

 

 

 

(3,476)

 

(3,873)

Total Unsecured Notes Payable

 

 

 

 

 

$646,524

 

$726,727

 

 

 

 

 

 

 

 

 

Unsecured Line of Credit

 

 

 

 

 

 

 

 

Revolving Credit Facility (c)

 

SOFR+1.45%

 

Jun 2025

 

$114,687

 

$213,287

 

 

 

 

 

 

 

 

 

Total Debt (e)(f)

 

 

 

 

 

$1,734,463

 

$1,881,087

Net unamortized debt issuance costs

 

 

 

 

 

(11,012)

 

(11,186)

Unamortized premium

 

 

 

 

 

228

 

240

Total Indebtedness

 

 

 

 

 

$1,723,679

 

$1,870,141

 

(a)
The Company has a total borrowing capacity of $198.0 million on the Fund II mortgage as of both March 31, 2024 and December 31, 2023.
(b)
Includes the outstanding balance on the Fund IV secured bridge facility of $36.2 million as of both March 31, 2024 and December 31, 2023.
(c)
The Company has entered into various swap agreements to effectively fix its interest costs on a portion of its Revolver and term loans as of March 31, 2024 and December 31, 2023.
(d)
Fund V paid off the subscription line and terminated the outstanding letters of credit during the three months ended March 31, 2024.
(e)
Includes $1,207.6 million and $1,249.8 million, respectively, of variable-rate debt that has been fixed with interest rate swap agreements as of the periods presented. The effective fixed rates ranged from 1.14% to 4.69%.
(f)
Includes $151.3 million and $151.4 million, respectively, of variable-rate debt that is subject to interest cap agreements as of the periods presented. The effective fixed rates ranged from 4.50% to 6.00%.

Unsecured Debt

Credit Facility

The Operating Partnership has a $700.0 million senior unsecured credit facility, as amended (the “Credit Facility”), with Bank of America, N.A. as administrative agent, comprised of a $300.0 million senior unsecured revolving credit facility (the “Revolver”) which bears interest at a floating rate based on SOFR with margins based on leverage or credit rating, and a $400.0 million senior unsecured term loan (the “Term Loan”) which bears interest at a floating rate based on SOFR with margins based on leverage or credit rating. 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 Credit Facility is guaranteed by the Trust and certain subsidiaries of the Trust (Note 9). In April 2024, the Company amended the existing Credit Facility (Note 16).

Revolving Credit Facility

As of March 31, 2024, the Revolver bears interest at SOFR + 1.45% and matures on June 29, 2025, subject to two six-month extension options. The outstanding balance and total available credit of the Revolver was $114.7 million and $185.3 million, respectively, as of March 31, 2024, reflecting no letters of credit outstanding. The outstanding balance and total available credit of the Revolver was $213.3 million and $86.7 million, respectively, as of December 31, 2023, reflecting no letters of credit outstanding.

Core Term Loans

As of March 31, 2024, the Term Loan bears interest at SOFR + 1.60% and matures on June 29, 2026.

The Operating Partnership has a $175.0 million term loan facility (the “$175.0 Million Term Loan”), with Bank of America, N.A. as administrative agent, which bears interest at a floating rate based on SOFR with margins based on leverage or credit rating, matures on April 6, 2027, and is guaranteed by the Trust and certain subsidiaries of the Trust (Note 9). As of March 31, 2024, the $175.0 Million Term Loan bears interest at SOFR + 1.60%.

The Operating Partnership has a $75.0 million term loan (the “$75.0 Million Term Loan”), with TD Bank, N.A. as administrative agent, which bears interest at a floating rate based on SOFR with margins based on leverage or credit rating, matures on July 29, 2029, and is guaranteed by the Trust and certain subsidiaries of the Trust (Note 9). As of March 31, 2024, the $75.0 Million Term Loan bears interest at SOFR + 1.95%.

Mortgages and Other Notes Payable

During the three months ended March 31, 2024, the Company (amounts represent balances at the time of transactions):

repaid a Core mortgage totaling $7.3 million at maturity;
entered into a new Fund mortgage of $43.4 million;
extended two Fund mortgages totaling $67.7 million; and
made scheduled principal payments totaling $1.8 million.

A portion of the Company’s variable-rate mortgage debt has been effectively fixed through certain cash flow hedge transactions (Note 8).

As of both March 31, 2024 and December 31, 2023, the Company’s mortgages were collateralized by 33 properties 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 Company was in compliance with its debt covenants as of March 31, 2024.

Fund IV also has an outstanding balance and total available credit on its secured bridge facility of $36.2 million and $0.0 million, respectively, as of both March 31, 2024 and December 31, 2023. The Operating Partnership has guaranteed up to $22.5 million of the Fund IV secured bridge facility (Note 9).

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 March 31, 2024 are as follows (in thousands):

 

Year Ending December 31,

 

Principal Repayments

 

2024 (Remainder)

 

$

222,787

 

2025

 

 

583,887

 

2026

 

 

454,398

 

2027

 

 

246,226

 

2028

 

 

130,959

 

Thereafter

 

 

96,206

 

 

 

 

1,734,463

 

Unamortized premium

 

 

228

 

Net unamortized debt issuance costs

 

 

(11,012

)

Total indebtedness

 

$

1,723,679

 

 

The table above does not reflect available extension options (subject to customary conditions) on consolidated debt with balances as of March 31, 2024. The Company has debt balances of $40.1 million contractually due in 2024, $438.7 million due in 2025, $27.6 million due in 2026 and $69.4 million contractually due in 2027, all of 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.