MORTGAGES PAYABLE

The following is a summary of mortgages payable as of September 30, 2017 and December 31, 2016.



		Interest Rate at	September 30,			December 31,
(Amounts in thousands)	Maturity	September 30, 2017	2017			2016
Cross-collateralized mortgage loan:
Fixed Rate	9/10/2020	4.39%	$	507,993		$	519,125
Variable Rate⁽¹⁾	9/10/2020	2.59%	38,756			38,756
Total cross collateralized			546,749			557,881
First mortgages secured by:
Englewood⁽³⁾	10/1/2018	6.22%	11,537			11,537
Montehiedra Town Center, Senior Loan⁽²⁾	7/6/2021	5.33%	86,383			87,308
Montehiedra Town Center, Junior Loan⁽²⁾	7/6/2021	3.00%	30,000			30,000
Plaza at Cherry Hill⁽⁸⁾	5/24/2022	2.84%	28,930			—
Westfield - One Lincoln⁽⁸⁾	5/24/2022	2.84%	4,730			—
Plaza at Woodbridge⁽⁸⁾	5/25/2022	2.84%	55,340			—
Bergen Town Center	4/8/2023	3.56%	300,000			300,000
Shops at Bruckner⁽⁶⁾	5/1/2023	3.90%	12,304			—
Hudson Mall⁽⁷⁾	12/1/2023	5.07%	25,170			—
Yonkers Gateway Center⁽⁹⁾	4/6/2024	4.16%	33,601			—
Las Catalinas	8/6/2024	4.43%	130,000			130,000
North Bergen (Tonnelle Avenue)⁽⁵⁾	4/1/2027	4.18%	100,000			73,951
Manchester Plaza	6/1/2027	4.32%	12,500			—
Millburn Gateway Center	6/1/2027	3.97%	24,000			—
Mount Kisco (Target)⁽⁴⁾	11/15/2034	6.40%	14,562			14,883
	Total mortgages payable		1,415,806			1,205,560
	Unamortized debt issuance costs		(7,740		)	(8,047		)
Total mortgages payable, net of unamortized debt issuance costs			$	1,408,066		$	1,197,513


⁽¹⁾	Subject to a LIBOR floor of 1.00%, bears interest at LIBOR plus 136 bps.


⁽²⁾	As part of the planned redevelopment of Montehiedra Town Center, we committed to fund $20.0 million for leasing and capital expenditures which has been fully funded as of September 30, 2017.

⁽³⁾

On March 30, 2015, we notified the lender that due to tenants vacating, the property’s operating cash flow would be insufficient to pay its debt service. As of September 30, 2017, we were in default and the property was transferred to receivership. Urban Edge no longer manages the property but will remain its title owner until the receiver disposes of the property. We have determined this property is held in a VIE for which we are the primary beneficiary. Accordingly, as of September 30, 2017, we consolidated Englewood and its operations. The consolidated balance sheet included total assets and liabilities of $12.4 million and $14.6 million, respectively.


⁽⁴⁾	The mortgage payable balance on the loan secured by Mount Kisco (Target) includes $1.0 million and $1.1 million of unamortized debt discount as of September 30, 2017 and December 31, 2016, respectively. The effective interest rate including amortization of the debt discount is 7.26% as of September 30, 2017.

⁽⁵⁾

On March 29, 2017, we refinanced the $74 million, 4.59% mortgage loan secured by our Tonnelle Commons property in North Bergen, NJ, increasing the principal balance to $100 million with a 10-year fixed rate mortgage, at 4.18%. As a result, we recognized a loss on extinguishment of debt of $1.3 million during the nine months ended September 30, 2017 comprised of a $1.2 million prepayment penalty and write-off of $0.1 million of unamortized deferred financing fees on the original loan.


⁽⁶⁾	On January 17, 2017, we assumed the existing mortgage secured by the Shops at Bruckner in connection with our acquisition of the property’s leasehold interest.


⁽⁷⁾	On February 2, 2017, we assumed the existing mortgage secured by Hudson Mall in connection with our acquisition of the property. The mortgage payable balance on the loan secured by Hudson Mall includes $1.6 million of unamortized debt premium as of September 30, 2017. The effective interest rate including amortization of the debt premium is 3.37% as of September 30, 2017.


⁽⁸⁾	Bears interest at one month LIBOR plus 160 bps.


⁽⁹⁾	Reflects the $33 million existing mortgage assumed in connection with the acquisition of Yonkers Gateway Center on May 24, 2017. The mortgage payable balance on the loan secured by Yonkers Gateway Center includes $0.9 million of unamortized debt premium as of September 30, 2017. The effective interest rate including amortization of the debt premium is 1.77% as of September 30, 2017.

The net carrying amount of real estate collateralizing the above indebtedness amounted to approximately $1.3 billion as of September 30, 2017. Our mortgage loans contain covenants that limit our ability to incur additional indebtedness on these properties and in certain circumstances require lender approval of tenant leases and/or yield maintenance upon repayment prior to maturity. As of September 30, 2017, we were in compliance with all debt covenants.

As of September 30, 2017, the principal repayments for the next five years and thereafter are as follows:



(Amounts in thousands)
Year Ending December 31,
2017⁽¹⁾	$	5,126
2018	29,762
2019	20,398
2020	517,328
2021	122,727
2022	96,749
Thereafter	623,716

⁽¹⁾ Remainder of 2017.

On January 15, 2015, we entered into a $500 million Revolving Credit Agreement (the “Agreement”) with certain financial institutions. On March 7, 2017, we amended and extended the Agreement. The amendment increased the credit facility size by $100 million to $600 million and extended the maturity date to March 7, 2021 with two six-month extension options. Borrowings under the Agreement are subject to interest at LIBOR plus 1.15% and we are required to pay an annual facility fee of 15 basis points which is expensed within interest and debt expense as incurred. Both the spread over LIBOR and the facility fee are based on our current leverage ratio and are subject to increase if our leverage ratio increases above predefined thresholds. The Agreement contains customary financial covenants including a maximum leverage ratio of 60% and a minimum fixed charge coverage ratio of 1.5x. No amounts have been drawn to date under the Agreement. Financing fees associated with the Agreement of $3.5 million and $1.9 million as of September 30, 2017 and December 31, 2016, respectively, are included in deferred financing fees in the consolidated balance sheets.