v3.25.4

DEBT | 12 Months Ended
--- | ---
Dec. 31, 2025
Debt Disclosure [Abstract] |
DEBT | DEBT Debt of American Assets Trust, Inc. American Assets Trust, Inc. does not hold any indebtedness. All debt is held directly or indirectly by the Operating Partnership; however, American Assets Trust, Inc. has guaranteed the Operating Partnership's obligations under the (i) 3.375% and 6.150% senior notes, (ii) senior guaranteed notes, (iii) third amended and restated credit facility, and (iv) amended and restated term loan agreement, each discussed below. Debt of American Assets Trust, L.P. Secured notes payable The following is a summary of the Operating Partnership's total secured notes payable outstanding as of December 31, 2025 and December 31, 2024 (in thousands):
Description of Debt | Principal Balance as of |  | Stated Interest Rate |  | Stated Maturity Date
December 31, 2025 |  | December 31, 2024 |  | as of December 31, 2025 |
City Center Bellevue (1) | $ | 75,000 |  |  | $ | 75,000 |  |  | 5.08 | % |  | October 1, 2027
| 75,000 |  |  | 75,000 |  |  |  |  |
Debt issuance costs, net of accumulated amortization of $723 and $632, respectively | (151) |  |  | (241) |  |  |  |  |
Total Secured Notes Payable | $ | 74,849 |  |  | $ | 74,759 |  |  |  |  |
(1)Interest only. The Operating Partnership has provided a carve-out guarantee on the mortgage at City Center Bellevue. Certain loans require the Operating Partnership to comply with various financial covenants. As of December 31, 2025, the Operating Partnership was in compliance with these financial covenants. Unsecured notes payable The following is a summary of the Operating Partnership's total unsecured notes payable outstanding as of December 31, 2025 and December 31, 2024 (in thousands):
Description of Debt | Principal Balance as of |  | Stated Interest Rate |  | Stated Maturity Date |
December 31, 2025 |  | December 31, 2024 |  | as of December 31, 2025 |  |
Term Loan A | $ | 100,000 |  |  | $ | 100,000 |  |  | Variable | (1) | January 5, 2027 |
Term Loan B | — |  |  | 150,000 |  |  | Variable | (3) | January 5, 2025 | (2)
Term Loan C | — |  |  | 75,000 |  |  | Variable | (3) | January 5, 2025 | (2)
Senior Guaranteed Notes, Series C | — |  |  | 100,000 |  |  | 4.50 | % |  | April 1, 2025 | (4)
Senior Guaranteed Notes, Series D | 250,000 |  |  | 250,000 |  |  | 4.29 | % | (5) | March 1, 2027 |
Senior Guaranteed Notes, Series E | 100,000 |  |  | 100,000 |  |  | 4.24 | % | (6) | May 23, 2029 |
Senior Guaranteed Notes, Series G | 150,000 |  |  | 150,000 |  |  | 3.91 | % | (7) | July 30, 2030 |
3.375% Senior Unsecured Notes | 500,000 |  |  | 500,000 |  |  | 3.38 | % |  | February 1, 2031 |
6.150% Senior Notes | 525,000 |  |  | 525,000 |  |  | 6.15 | % | (8) | October 1, 2034 |
| 1,625,000 |  |  | 1,950,000 |  |  |  |  |  |
Debt discount and issuance costs, net of accumulated amortization of $8,720 and $9,890, respectively | (12,239) |  |  | (14,244) |  |  |  |  |  |
Total Unsecured Notes Payable | $ | 1,612,761 |  |  | $ | 1,935,756 |  |  |  |  |  |
(1)The Operating Partnership has entered into two interest rate swap agreements that are intended to fix the interest rate associated with Term Loan A at approximately 2.70% through its maturity date, subject to adjustments based on our consolidated leverage ratio. (2)On January 2, 2025, we repaid the entirety of Term Loan B and Term Loan C. (3)The Operating Partnership entered into interest rate swap agreements that are intended to fix the effective interest rate associated with Term Loan B and Term Loan C, subject to adjustments based on our consolidated leverage ratio, at, 5.47% from January 5, 2023 to January 4, 2024 and at 5.57% from January 5, 2024 to January 4, 2025. (4)The Senior C Notes were prepaid in full on February 3, 2025, without penalty or premium. (5)The Operating Partnership entered into forward-starting interest rate swap contracts on March 29, 2016 and April 7, 2016, which were settled on January 18, 2017 at a gain of approximately $10.4 million. The forward-starting interest swap rate contracts were deemed to be highly effective cash flow hedges, accordingly, the effective interest rate is approximately 3.87% per annum. (6)The Operating Partnership entered into a treasury lock contract on April 25, 2017, which was settled on May 11, 2017 at a gain of approximately $0.7 million. The treasury lock contract was deemed to be a highly effective cash flow hedge, accordingly, the effective interest rate is approximately 4.18% per annum. (7)The Operating Partnership entered into a treasury lock contract on June 20, 2019, which was settled on July 17, 2019 at a gain of approximately $0.5 million. The treasury lock contract was deemed to be a highly effective cash flow hedge, accordingly, the effective interest rate is approximately 3.88% per annum. (8)The Operating Partnership entered into a treasury lock contract on September 9, 2024 for $150 million and September 10, 2024 for an additional $150 million, which were both settled on September 10, 2024 at a combined loss of approximately $1.3 million. The treasury lock contract was deemed to be a highly effective cash flow hedge, accordingly, the effective interest rate is approximately 6.209% per annum. Scheduled principal payments on secured and unsecured notes payable as of December 31, 2025 are as follows (in thousands):
2026 | $ | — |
2027 | 425,000 |
2028 | — |
2029 | 100,000 |
2030 | 150,000 |
Thereafter | 1,025,000 |
| $ | 1,700,000 |
Senior Notes On January 26, 2021, the Operating Partnership issued $500 million of senior unsecured notes (the "3.375% Senior Notes") that mature February 1, 2031 and bear interest at 3.375% per annum. The 3.375% Senior Notes were priced at 98.935% of the principal amount with a yield to maturity of 3.502%. The net proceeds of the 3.375% Senior Notes, after the issuance discount, underwriting fees, and other costs were approximately $489.7 million, which were primarily used to (i) prepay our $150 million Senior Guaranteed Notes, Series A, with a make-whole payment (as defined in the Note Purchase Agreement for the Series A Notes) thereon of approximately $3.9 million, on January 26, 2021, (ii) repay our $100 million then outstanding balance under our then-existing revolver loan on January 26, 2021, (iii) fund the development of the La Jolla Commons III office building and (iv) for general corporate purposes. On September 17, 2024, the Operating Partnership issued $525 million of senior unsecured notes (the “6.150% Senior Notes”) that mature October 1, 2034, and bear interest at 6.150% per annum. The 6.150% Senior Notes were priced at 99.671% of the principal amount with a yield to maturity of 6.194%. The net proceeds of the 6.150% Senior Notes, after the issuance discount, underwriting fees, and other costs, were approximately $518.2 million. To date, the net proceeds were used to repay the $100 million then outstanding balance under our Revolver Loan on September 19, 2024, our Series B Notes in the amount of $100 million on December 2, 2024 and our Series C Notes in the amount of $100 million on February 3, 2025. The remaining net proceeds are intended to be used for working capital and general corporate purposes. Prior to the issuance of the 6.150% Senior Notes, the Operating Partnership entered into a treasury lock contract on September 9, 2024 for $150 million and September 10, 2024 for an additional $150 million, which were both settled on September 10, 2024 at a combined loss of approximately $1.3 million. As a result of the loss on these treasury lock contracts and the debt discount, the effective rate on our 6.150% Senior Notes is 6.209% per annum. The treasury lock contracts have been deemed to be highly effective cash flow hedges and have been designated as accounting hedges. Any gains or losses incurred upon the settlement of these treasury lock contracts are included in accumulated other comprehensive income and are amortized to interest expense over the life of the 6.150% Senior Notes. The 3.375% Senior Notes and the 6.150% Senior Notes include a number of customary financial covenants, including: •A maximum aggregate debt ratio of 60%, •A minimum debt service ratio of 1.5x, •A maximum secured debt ratio of 40%, •A minimum maintenance of total unencumbered assets of 150%. As of December 31, 2025, the Operating Partnership was in compliance with all then in-place 3.375% Senior Notes and 6.15% Senior Notes covenants. Senior Guaranteed Notes On October 31, 2014, the Operating Partnership entered into a note purchase agreement (the “Note Purchase Agreement”) with a group of institutional purchasers that provided for the private placement of an aggregate of $350 million of senior guaranteed notes, of which (i) $150 million are designated as 4.04% Senior Guaranteed Notes, Series A, due October 31, 2021 (the “Series A Notes”), (ii) $100 million are designated as 4.45% Senior Guaranteed Notes, Series B, due February 2, 2025 (the “Series B Notes”) and (iii) $100 million are designated as 4.50% Senior Guaranteed Notes, Series C, due April 1, 2025 (the “Series C Notes”). The Series A Notes were issued on October 31, 2014, the Series B Notes were issued on February 2, 2015 and the Series C Notes were issued on April 2, 2015. The Series A Notes, the Series B Notes and the Series C Notes will pay interest quarterly on the last day of January, April, July and October until their respective maturities. On January 26, 2021, we repaid the entirety of the $150.0 million Series A Notes with a make-whole payment (as defined in the Note Purchase Agreement) of approximately $3.9 million. On December 2, 2024, we repaid the entirety of the $100 million Series B Notes. On February 3, 2025, we repaid the entirety of the $100 million Series C Notes. On March 1, 2017, the Operating Partnership entered into a Note Purchase Agreement for the private placement of $250 million of 4.29% Senior Guaranteed Notes, Series D, due March 1, 2027 (the “Series D Notes”). The Series D Notes were issued on March 1, 2017 and pay interest quarterly on the last day of January, April, July and October until their respective maturities. On May 23, 2017, the Operating Partnership entered into a Note Purchase Agreement for the private placement of $100 million of 4.24% Senior Guaranteed Notes, Series E, due May 23, 2029 (the “Series E Notes”). The Series E Notes were issued on May 23, 2017 and pay interest semi-annually on the 23rd of May and November until their respective maturities. On July 19, 2017, the Operating Partnership entered into a Note Purchase Agreement for the private placement of $100 million of 3.78% Senior Guaranteed Notes, Series F, due July 19, 2024 (the “Series F Notes”). The Series F Notes were issued on July 19, 2017 and pay interest semi-annually on the 31st of January and July until their respective maturities. On July 18, 2024, we borrowed $100 million on our Revolver Loan to repay the entirety of our $100 million Series F Notes upon their maturity on July 19, 2024. On July 30, 2019, the Operating Partnership entered into a Note Purchase Agreement for the private placement of $150 million of 3.91% Senior Guaranteed Notes, Series G, due July 30, 2030 (the “Series G Notes” and collectively with the Series D Notes and Series E Notes are referred to herein as, the “Notes”.) The Series G Notes were issued on July 30, 2019 and pay interest semi-annually on the 30th of July and January until their maturity. The Operating Partnership may prepay at any time all, or from time to time any part of, the Notes, in an amount not less than 5% of the aggregate principal amount of any series of the Notes then outstanding in the case of a partial prepayment, at 100% of the principal amount so prepaid plus a Make-Whole Amount. The Note Purchase Agreements contain a number of customary financial covenants, including, without limitation, tangible net worth thresholds, secured and unsecured leverage ratios and fixed charge coverage ratios. Subject to the terms of the Note Purchase Agreement and the Notes, upon certain events of default, including, but not limited to, (i) a default in the payment of any principal, Make-Whole Amount or interest under the Notes, and (ii) a default in the payment of certain other indebtedness by us or our subsidiaries, the principal, accrued and unpaid interest, and the Make-Whole Amount on the outstanding Notes will become due and payable at the option of the purchasers. The Operating Partnership's obligations under the Notes are fully and unconditionally guaranteed by the Operating Partnership and certain of the Operating Partnership's subsidiaries. Certain loans require the Operating Partnership to comply with various financial covenants, including the maintenance of minimum debt coverage ratios. As of December 31, 2025, the Operating Partnership was in compliance with all loan covenants. Third Amended and Restated Credit Facility On January 5, 2022, the Operating Partnership entered into the third amended and restated credit facility (the “Third Amended and Restated Credit Facility”) , which amended and restated our then-existing credit facility. The Third Amended and Restated Credit Facility provides for aggregate, unsecured borrowings of up to $500 million, consisting of a revolving line of credit of $400 million (the “Revolver Loan”) and a term loan of $100 million (“Term Loan A”). The Revolver Loan was initially scheduled to mature on January 5, 2026, subject to two, six-month extension options. On November 13, 2025, we exercised the first of the extension options, which extended the maturity date to July 5, 2026, subject to our option to extend the Revolver Loan for one additional six-month period. Term Loan A matures on January 5, 2027, with no further extension options. As of December 31, 2025, the entirety of the principal amount of Term Loan A was outstanding, there were no amounts outstanding under the Revolver Loan, and the Operating Partnership had incurred approximately $0.25 million of net debt issuance costs which are recorded in other assets, net on the consolidated balance sheet. For the year ended December 31, 2025, the weighted average interest rate on the Revolver Loan was 5.45%. Borrowings under the Third Amended and Restated Credit Agreement bear interest at floating rates equal to, at the Operating Partnership’s option, either (1) the applicable SOFR, plus the applicable SOFR Adjustment and a spread which ranges from (a) 1.05%-1.50% (with respect to the Revolver Loan) and (b) 1.20% to 1.70% (with respect to Term Loan A), in each case based on our consolidated leverage ratio, or (2) a base rate equal to the highest of (a) the prime rate, (b) the federal funds rate plus 50 bps, (c) the Term SOFR Screen Rate with a term of one month plus 100 bps and (d) 1.00%, plus a spread which ranges from (i) 0.10%-0.50% (with respect to the Revolver Loan) and (ii) 0.20% to 0.70% (with respect to Term Loan A), in each case based on our consolidated leverage ratio. On January 14, 2022, the Operating Partnership entered into an interest rate swap agreement intended to fix the interest rate associated with the Term Loan A at approximately 2.70% through January 5, 2027, subject to adjustments based on our consolidated leverage ratio. The Third Amended and Restated Credit Facility includes a number of customary financial covenants, including: •A maximum leverage ratio (defined as total indebtedness net of certain cash and cash equivalents to total asset value) of 60%, •A maximum secured leverage ratio (defined as total secured debt to secured total asset value) of 40%, •A minimum fixed charge coverage ratio (defined as consolidated earnings before interest, taxes, depreciation and amortization to consolidated fixed charges) of 1.50x, •A minimum unsecured interest coverage ratio of 1.75x, •A maximum unsecured leverage ratio of 60%, and •Recourse indebtedness at any time cannot exceed 15% of total asset value. The Third Amended and Restated Credit Facility also provides that our annual distributions may not exceed the greater of (1) 95% of our FFO or (2) the amount required for us to (a) qualify and maintain our REIT status and (b) avoid the payment of federal or state income or excise tax. If certain events of default exist or would result from a distribution, we may be precluded from making distributions other than those necessary to qualify and maintain our status as a REIT. As of December 31, 2025, the Operating Partnership was in compliance with all then in-place Third Amended and Restated Credit Facility covenants. Amended and Restated Term Loan Agreement On January 5, 2023, we entered into the amended and restated term loan agreement he (the “Amended and Restated Term Loan Agreement”), which amended and restated our then-existing term loan agreement. The Amended and Restated Term Loan Agreement provides to the Operating Partnership a term loan of $150 million (“Term Loan B”) and a term loan of $75 million (“Term Loan C”), each maturing on January 5, 2025, with one, twelve-month extension option, subject to certain conditions. On January 2, 2025, we repaid the entirety of Term Loan B and Term Loan C.

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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://www.xbrl.org/2003/role/disclosureRef -Topic 815 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 8A -Publisher FASB -URI https://asc.fasb.org/1943274/2147480434/815-10-50-8A Reference 2: http://www.xbrl.org/2003/role/disclosureRef 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