Debt | Debt The Company's debt consists of mortgages payable, unsecured term loans, senior notes, and an unsecured revolving line of credit. The Company believes it has the ability to repay, refinance or extend any of its debt, and that it has adequate sources of funds to meet short-term cash needs. It is anticipated that the Company will use proceeds from property sales, cash on hand, and available capacity on credit agreements, if any, to repay, refinance or extend the mortgages payable maturing in the near term. The Company's credit agreements and mortgage loans require compliance with certain covenants, such as debt service coverage ratios, investment restrictions and distribution limitations. As of March 31, 2023 and December 31, 2022, the Company was in compliance with all loan covenants. On February 6, 2023, the Company extinguished the $13.7 million mortgage payable secured by Renaissance Center with its available liquidity. Credit Agreements On September 22, 2021, the Company entered into an amendment to the Revolving Credit Agreement (the "Amended Revolving Credit Agreement"), which provides for, among other things, an extension of the maturity of the $350.0 million Revolving Credit Agreement to September 22, 2025, with two six-month extension options. On September 22, 2021, the Company entered into an amendment to its $400.0 million Term Loan Credit Agreement (the "Amended Term Loan Agreement"), which provides for, among other things, an extension of the maturity dates and a reallocation of indebtedness under the two outstanding tranches of term loans thereunder. The Amended Term Loan Agreement consists of a $200.0 million 5-year tranche maturing on September 22, 2026, and a $200.0 million 5.5-year tranche maturing on March 22, 2027. On June 3, 2022, in connection with and upon effectiveness of the Note Purchase Agreement (as defined below) and in accordance with the terms of the Amended Term Loan Credit Agreement and Amended Revolving Credit Agreement, each of the administrative agents under such agreements released all of the subsidiary guarantors from their guaranty obligations that were previously made for the benefit of the lenders under such agreements. Interest Rate Swaps The Company is party to four effective interest rate swap agreements and four interest rate forward swap agreements, which address the periods between the maturity dates of the effective swaps and the maturity dates of the Amended Term Loan Agreement. In tandem, the interest rate swaps achieve fixed interest rates for a constant notional amount through the maturity dates of the Amended Term Loan Agreement. On January 18, 2023, the Company acquired IAGM's two interest rate swap agreements, which achieve fixed interest rates on an aggregate notional amount of $75.0 million of the assumed pooled mortgage, each priced in 1-Month Term SOFR. On March 16, 2023, the Company entered into one interest rate swap agreement with a notional amount of $100.0 million at 3.69%, achieving a fixed interest rate of 4.99%. As of the effective date of April 3, 2023, the entirety of the Company's variable rate term loans were swapped to fixed rates through the maturity dates of the Amended Term Loan Agreement. Senior Notes On August 11, 2022, the Company issued $250.0 million aggregate principal amount of senior notes in a private placement, of which (i) $150.0 million are designated as 5.07% Senior Notes, Series A, due August 11, 2029 (the "Series A Notes") and (ii) $100.0 million are designated as 5.20% Senior Notes, Series B, due August 11, 2032 (the "Series B Notes" and, together with the Series A Notes, the "Notes") pursuant to a note purchase agreement (the "Note Purchase Agreement"), dated June 3, 2022, between the Company and the various purchasers named therein. The Notes were issued at par in accordance with the Note Purchase Agreement and pay interest semiannually on February 11th and August 11th until their respective maturities. The Company may prepay at any time all or 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 accrued interest and a Make-Whole Amount (as defined in the Note Purchase Agreement). The Notes will be required to be absolutely and unconditionally guaranteed by certain subsidiaries of the Company that guarantee certain material credit facilities of the Company. Currently, there are no subsidiary guarantees of the Notes. The following table summarizes the Company's debt as of March 31, 2023 and December 31, 2022: Interest As of March 31, 2023 As of December 31, 2022 Maturity Date Interest Rate Amount Interest Rate Amount Mortgages Payable Fixed rate mortgages payable Various Fixed 3.12% (a) (b) $ 171,080 3.95% (a) $ 109,812 Variable rate mortgages payable 11/2/2023 Variable 1M SOFR + 1.65% (c) 17,468 — — Total 188,548 109,812 Term Loans $200.0 million 5 years 9/22/2026 Fixed 2.71% (b) 100,000 2.71% (b) 100,000 $200.0 million 5 years 9/22/2026 Fixed 2.72% (b) 100,000 2.72% (b) 100,000 $200.0 million 5.5 years 3/22/2027 Fixed 2.77% (b) 50,000 2.77% (b) 50,000 $200.0 million 5.5 years 3/22/2027 Fixed 2.76% (b) 50,000 2.76% (b) 50,000 $200.0 million 5.5 years 3/22/2027 Variable 1M SOFR + 1.30% (c) (d) 100,000 1M LIBOR + 1.30% (c) 100,000 Total 400,000 400,000 Senior Notes $150.0 million 8/11/2029 Fixed 5.07% 150,000 5.07% 150,000 $100.0 million 8/11/2032 Fixed 5.20% 100,000 5.20% 100,000 Total 250,000 250,000 Revolving Line of Credit $350.0 million total capacity 9/22/2025 Variable 1M SOFR + 1.14% (c) — 1M SOFR + 1.14% (c) — Total debt 4.00% 838,548 4.08% 759,812 Debt discounts and issuance costs, net (5,562) (5,261) Debt, net $ 832,986 $ 754,551 (a) Interest rates reflect the weighted average of the Company's mortgages payable. (b) Interest rates reflect the fixed rates achieved through the Company's interest rate swaps. (c) As of March 31, 2023 and December 31, 2022, 1-Month Term SOFR was 4.80% and 4.36%, respectively. (d) As of April 3, 2023, the variable portion was swapped to 3.69%, achieving a fixed rate of 4.99% through the maturity date. The following table summarizes the scheduled maturities of the Company's mortgages payable as of March 31, 2023 for the remainder of 2023, each of the next four years, and thereafter. Scheduled maturities by year: As of March 31, 2023 2023 (a) $ 92,468 2024 15,700 2025 22,880 2026 — 2027 26,000 Thereafter 31,500 Total mortgage payable maturities $ 188,548 (a) Scheduled maturities during the year ended December 31, 2023 do not include two 12-month extension options available. |