Mortgages Loans, Construction Loan, Delayed Draw Term Loan and Interest Rate Swaps | 5. Mortgages Loans, Construction Loan, Delayed Draw Term Loan and Interest Rate Swaps INDUS’ nonrecourse mortgage loans and construction loan consist of: Mortgage loans: September 30, 2022 December 31, 2021 3.97%, due September 1, 2027 $ 10,984 $ 11,174 4.57%, due February 1, 2028 * 16,789 17,145 3.60%, due January 2, 2030 * 6,051 6,182 3.48%, due February 1, 2030 13,982 14,287 3.50%, due July 1, 2030 * 4,813 4,914 4.33%, due August 1, 2030 15,573 15,867 4.51%, due April 1, 2034 13,098 13,356 4.39%, due January 2, 2025 * — 17,824 4.17%, due May 1, 2026 * — 12,291 3.79%, due November 17, 2026 * — 23,152 4.39%, due August 1, 2027 * — 9,476 Mortgage loans 81,290 145,668 Debt issuance costs (1,118) (1,745) Mortgage loans, net of debt issuance costs 80,172 143,923 Construction loan: One-month LIBOR plus 1.40%, due May 7, 2023 — 26,273 Debt issuance costs — (378) Construction loan, net of debt issuance costs — 25,895 Mortgage loans and construction loan, net of debt issuance costs $ 80,172 $ 169,818 *Variable rate loans for which INDUS entered into interest rate swap agreements to effectively fix the interest rates on these loans to the rates reflected above. INDUS’ weighted average interest rate on its outstanding mortgage loans, delayed draw term loan and construction loan, including the effect of its interest rate swap agreements, was 4.13% and 3.76% as of September 30, 2022 and December 31, 2021, respectively. The Company accounts for its interest rate swap agreements as effective cash flow hedges. Amounts in accumulated other comprehensive income (“AOCI”) will be reclassified into interest expense over the term of the swap agreements to achieve fixed interest rates on each variable rate mortgage. None of the interest rate swap agreements contain any credit risk related contingent features. In the nine months ended September 30, 2022 and 2021, INDUS recognized gains, included in other comprehensive income, of $10,795 and $3,587, respectively, on its interest rate swap agreements. As of September 30, 2022, $2,121 was expected to be reclassified over the next twelve months to AOCI from interest expense. Interest income related to INDUS’ interest rate swap agreements in the nine months ended September 30, 2022 was $403 and interest expense related to INDUS’ interest rate swap agreements in the nine months ended September 30, 2021 was $1,504. On April 21, 2022, INDUS entered into an Amended and Restated Credit Agreement (the “Credit Agreement”) for a $250,000 secured credit facility (the “New Credit Facility”) (see Note 6), amending and restating the $100,000 credit facility executed on August 5, 2021 (the “Existing Credit Facility”) to include the addition of a delayed draw term loan facility (the “DDTL Facility”) of $150,000 for a term of five years , pursuant to which up to three separate draws may be made prior to April 21, 2023 (the first two of which must each be in a minimum amount of $25,000 ). The Company made the first of such draws under the DDTL Facility in May 2022 and as of September 30, 2022, INDUS had drawn $60,000 under the DDTL Facility (see Note 6). The Company used these proceeds to repay four of its nonrecourse mortgage loans, that had encumbered ten buildings, in the amount of $61,787, resulting in a loss on early extinguishment of debt of $464. In connection with the repayments, the Company also terminated associated interest rate hedges resulting in a gain of $1,227 recorded against interest expense and recognized an income tax benefit of $585 related to the reclassification of gains included in other comprehensive income for the nine months ended September 30, 2022. As of September 30, 2022, the net debt issuance costs related to the DDTL Facility were $1,361. The ten buildings previously encumbered by the nonrecourse mortgage loans that were prepaid (as discussed above) were added to the borrowing base of the Company’s New Credit Facility. The DDTL Facility bears interest at the Secured Overnight Financing Rate (“SOFR”) plus 1.15%, based on the Company’s ratio of total indebtedness to total assets. Concurrent with the closing on the DDTL Facility, the Company entered into an interest rate swap agreement to fix the interest rate on the DDTL Facility at an effective rate of 4.15%. On August 25, 2022, INDUS repaid its construction loan (the “JPM Construction Loan”) with JPMorgan, which had provided the funds for the site work and development of 9817 Old Statesville Road, Charlotte, North Carolina. The JPM Construction Loan was due on May 7, 2023, held a one-year extension at the Company’s option and a rate of one-month LIBOR plus 1.40%. INDUS paid the principal amount then outstanding of $26,342 and wrote off $189 of unamortized financing costs recorded as a loss on early extinguishment of debt for the three months ended September 30, 2022. The following table summarizes the notional and fair values of our interest rate swaps designated as cash flow hedges at September 30, 2022 and December 31, 2021: Fair Value of Interest Rate LIBOR SOFR Current Notional Value Derivative Assets/(Liabilities) Effective Maturity Interest Interest September 30, December 31, September 30, December 31, Date Date Strike Rate Strike Rate 2022 2021 2022 2021 July 1, 2022 April 21, 2027 n/a 2.933% $ 60,000 $ - $ 5,148 $ - March 15, 2017 March 1, 2027 (a) 2.501% n/a 10,375 10,621 569 (641) February 1, 2018 February 1, 2028 (a) 2.782% n/a 6,414 6,524 363 (641) January 2, 2020 January 1, 2030 1.849% n/a 6,051 6,182 658 (219) July 1, 2020 July 1, 2030 0.942% n/a 4,813 4,914 835 188 September 1, 2013 September 1, 2023 (b) 2.840% n/a - 7,204 - (249) January 1, 2015 January 1, 2025 (b) 2.260% n/a - 9,068 - (390) January 1, 2016 January 1, 2025 (b) 1.932% n/a - 1,552 - (40) September 1, 2015 September 1, 2025 (c) 2.118% n/a - 9,608 - (334) December 10, 2015 September 1, 2025 (c) 2.015% n/a - 2,185 - (68) November 17, 2016 November 17, 2026 (c) 2.085% n/a - 11,359 - (518) May 3, 2016 May 1, 2026 1.910% n/a - 12,291 - (369) July 14, 2017 August 1, 2027 4.390% n/a - 9,476 - (526) $ 87,653 $ 90,984 $ 7,573 ($ 3,807) (a) (b) and (c) represent multiple interest rate swap agreements against a single mortgage In July 2017, the Financial Conduct Authority in the United Kingdom, which regulates the London Interbank Offered Rate (“LIBOR”), announced that it intends to stop compelling banks to submit rates for the calculation of LIBOR after June 30, 2023. INDUS currently expects LIBOR-indexed rates to be available through that date, however, it is possible that they will become unavailable prior to that time. The interest rate on INDUS’ floating rate debt under nonrecourse mortgage loans is based on LIBOR, however, INDUS entered into interest rate swap agreements whereby the floating LIBOR rates under all mortgage loans are hedged, effectively fixing the interest rate on those loans. INDUS’ loan documents contain provisions that contemplate alternative methods to determine the base rate applicable to our LIBOR-indexed debt to the extent LIBOR-indexed rates are not available. INDUS will continue to monitor and evaluate the impact, if any, on debt payments and the value of the Company’s floating rate debt. |