Debt and Derivative Instruments | NOTE 7 – DEBT AND DERIVATIVE INSTRUMENTS As of September 30, 2022 and December 31, 2021, the Company had the following mortgages and credit facility payable: September 30, December 31, Type of Debt Principal Amount Weighted Principal Weighted Fixed rate mortgages payable $ 112,425 3.84 % $ 118,463 3.88 % Variable rate mortgages payable with swap agreements 67,348 3.69 % 198,796 3.42 % Variable rate mortgages payable without swap agreements — — 684 1.70 % Mortgages payable $ 179,773 3.78 % $ 317,943 3.59 % Credit facility payable 677,000 4.18 % 279,000 3.03 % Total debt before unamortized mortgage premiums and debt issuance costs including impact of interest rate swaps $ 856,773 4.09 % $ 596,943 3.33 % Add: Unamortized mortgage premiums — 17 Less: Unamortized debt issuance costs ( 6,076 ) ( 1,418 ) Total debt $ 850,697 $ 595,542 The Company estimates the fair value of its total debt by discounting the future cash flows of each instrument at rates currently offered for similar debt instruments of comparable maturities by the Company’s lenders using Level 3 inputs. The carrying value of the Company’s debt excluding mortgage premium and unamortized debt issuance costs was $ 856,773 and $ 596,943 as of September 30, 2022 and December 31, 2021, respectively, and its estimated fair value was $ 846,413 and $ 591,089 as of September 30, 2022 and December 31, 2021, respectively. As of September 30, 2022, scheduled principal payments and maturities on the Company’s debt were as follows: September 30, Scheduled Principal Payments and Maturities by Year: Scheduled Maturities of Mortgage Loans Maturity of Credit Facility Total 2022 (remainder of the year) $ 79 $ — $ — $ 79 2023 326 41,349 — 41,675 2024 341 — — 341 2025 295 92,656 — 92,951 2026 — 44,727 102,000 146,727 Thereafter — — 575,000 575,000 Total $ 1,041 $ 178,732 $ 677,000 $ 856,773 Credit Facility On February 3, 2022, the Company entered into a second amended and restated credit agreement (the “Credit Agreement”) with KeyBank National Association, individually and as administrative agent, KeyBanc Capital Markets Inc., PNC Capital Markets LLC and BofA Securities, Inc., as joint lead arrangers, and other lenders from time to time parties to the Credit Agreement (the “Credit Facility”). Pursuant to the Credit Agreement, the aggregate total commitments under the Credit Facility were increased from $ 350,000 to $ 475,000 . The Credit Facility consists of the “Revolving Credit Facility” providing revolving credit commitments in an aggregate amount of $ 200,000 and a term loan facility (the term loans funded under such commitments, the “Term Loan”) providing term loan commitments in an aggregate amount of $ 275,000 (increased from $ 150,000 ). On May 17, 2022, the Company entered into a First Amendment to Credit Agreement Regarding Incremental Term Loans (the “First Amendment”), amending the terms of the Credit Agreement primarily to draw an additional $ 300,000 to fund the acquisition of investment properties during May 2022 discussed in Note 4 – “Acquisitions.” The Credit Agreement provides the Company with the ability from time to time to increase the size of the Credit Facility up to a total of $ 1,200,000 , subject to certain conditions. The Revolving Credit Facility matures on February 3, 2026 , and the Company has the option to extend the maturity date for one additional year subject to the payment of an extension fee and certain other conditions. The Term Loan matures on February 3, 2027 . Borrowings under the Credit Facility bear interest equal to one-month Term Secured Overnight Financing Rate (“SOFR”) plus a margin, the amount of which depends on the Company’s leverage ratio. At September 30, 2022, the Company had $ 102,000 outstanding under the Revolving Credit Facility and $ 575,000 outstanding under the Term Loan. At September 30, 2022, the interest rates on the Revolving Credit Facility and the Term Loan were 4.56 % and 4.11 %, respectively. As of September 30, 2022, the Company had a maximum amount of $ 98,000 available for borrowing under the Revolving Credit Facility, subject to the terms and conditions of the Credit Agreement that governs the Credit Facility, including compliance with the covenants which could further limit the amount available. Although all of the amount available under the Revolving Credit Facility is available to pay off existing mortgages, due to the covenant limitations, the Company expects to have substantially less than all $ 98,000 available to draw or otherwise undertake additional debt as a result of, among other things, completing the aforementioned Transaction and increasing the amount of the Term Loan. The Company’s performance of the obligations under the Credit Facility, including the payment of any outstanding indebtedness under the Credit Facility, is guaranteed by certain subsidiaries of the Company, including each of the subsidiaries of the Company which owns or leases any of the properties included in the pool of unencumbered properties comprising the borrowing base. Additional properties will be added to and removed from the pool from time to time to support amounts borrowed under the Credit Facility so long as at any time there are at least fifteen unencumbered properties with an unencumbered pool value of $ 300,000 or more. At September 30, 2022, there were 46 properties included in the pool of unencumbered properties. The Credit Facility requires compliance with certain covenants, including a minimum tangible net worth requirement, a limitation on the use of leverage, a distribution limitation, restrictions on indebtedness and investment restrictions. It also contains customary default provisions including the failure to comply with the Company's covenants and the failure to pay when amounts outstanding under the Credit Facility become due. As of September 30, 2022, the Company is in compliance with all financial covenants related to the Credit Facility as amended. Mortgages Payable The Company’s mortgage loans require compliance with certain covenants, such as debt service ratios, investment restrictions and distribution limitations. As of September 30, 2022, the Company was current on all of its debt service payments and in compliance with all financial covenants. All of the Company’s mortgage loans are secured by first mortgages on the respective real estate assets. As of September 30, 2022, the weighted average years to maturity for the Company’s mortgages payable was 2.7 years. For mortgage loans maturing in the next twelve months, the Company intends to repay amounts due with cash flows from operating activities, cash on hand or proceeds available under the Revolving Credit Facility. Interest Rate Swap Agreements The Company entered into interest rate swaps to fix certain of its floating LIBOR and SOFR based debt under variable rate loans to a fixed rate to manage its risk exposure to interest rate fluctuations. The Company will generally match the maturity of the underlying variable rate debt with the maturity date on the interest swap. See Note 14 – "Fair Value Measurements" for further information. The following table summarizes the Company’s interest rate swap contracts outstanding as of September 30, 2022. Date Effective Maturity Receive Floating Rate Index (a) Pay Notional Fair Value at Assets December 23, 2015 December 23, 2015 January 2, 2026 1-month LIBOR 2.30 % 26,000 1,400 June 7, 2016 July 1, 2016 July 1, 2023 1-month LIBOR 1.42 % 41,348 877 February 3, 2022 March 1, 2022 February 3, 2027 1-month Term SOFR 1.69 % 90,000 7,657 February 3, 2022 March 1, 2022 February 3, 2027 1-month Term SOFR 1.85 % 100,000 7,856 February 3, 2022 March 1, 2022 February 3, 2027 1-month Term SOFR 1.72 % 85,000 7,185 May 17, 2022 June 1, 2022 February 3, 2027 1-month Term SOFR 2.71 % 60,000 2,701 May 17, 2022 June 1, 2022 February 3, 2027 1-month Term SOFR 2.71 % 60,000 2,684 May 17, 2022 June 1, 2022 February 3, 2027 1-month Term SOFR 2.71 % 75,000 3,366 May 17, 2022 June 1, 2022 February 3, 2027 1-month Term SOFR 2.77 % 55,000 2,356 $ 592,348 $ 36,082 At September 30, 2022 , the one-month LIBOR and the one-month term SOFR were 3.14 % and 3.04 %, respectively. The table below presents the effect of the Company’s derivative financial instruments on the consolidated statements of operations and comprehensive income for the three and nine months ended September 30, 2022 and 2021. Three Months Ended Nine Months Ended Derivatives in Cash Flow Hedging Relationships 2022 2021 2022 2021 Effective portion of derivatives $ 21,971 $ ( 163 ) $ 41,112 $ 740 Reclassification adjustment for amounts included in net gain or loss (effective portion) $ ( 21 ) $ 2,132 $ 2,819 $ 5,839 The total amount of interest expense presented on the consolidated statements of operations and comprehensive income was $ 8,721 and $ 5,876 , for the three months ended September 30, 2022 and 2021, respectively. The total amount of interest expense presented on the consolidated statements of operations and comprehensive income was $ 21,394 and $ 17,719 for the nine months ended September 30, 2022 and 2021, respectively. The net gain or loss reclassified into income from accumulated other comprehensive income (loss) is reported in interest expense on the consolidated statements of operations and comprehensive income. The amount that is expected to be reclassified from accumulated other comprehensive income (loss) into income in the next twelve months is $ 9,885 . |