Debt and Derivative Instruments | NOTE 7 – DEBT AND DERIVATIVE INSTRUMENTS As of March 31, 2021 and December 31, 2020, the Company had the following mortgages and credit facility payable: March 31, 2021 December 31, 2020 Type of Debt Principal Amount Weighted Average Interest Rate Principal Amount Weighted Average Interest Rate Fixed rate mortgages payable $ 147,675 4.11 % $ 163,738 4.25 % Variable rate mortgages payable with swap agreements 213,345 3.40 % 251,595 3.33 % Variable rate mortgages payable without swap agreements 684 1.72 % 684 1.75 % Mortgages payable $ 361,704 3.69 % $ 416,017 3.69 % Credit facility payable 259,000 3.60 % 215,000 3.89 % Total debt before unamortized mortgage premiums and debt issuance costs including impact of interest rate swaps $ 620,704 3.65 % $ 631,017 3.76 % Add: Unamortized mortgage premiums 215 419 Less: Unamortized debt issuance costs (2,386 ) (2,718 ) Total debt $ 618,533 $ 628,718 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 $620,704 and $631,017 as of March 31, 2021 and December 31, 2020, respectively, and its estimated fair value was $614,112 and $625,751 as of March 31, 2021 and December 31, 2020, respectively. As of March 31, 2021, scheduled principal payments and maturities on the Company’s debt were as follows: March 31, 2021 Scheduled Principal Payments and Maturities by Year: Scheduled Principal Payments Maturities of Mortgage Loans Maturity of Credit Facility Total 2021 (remainder of the year) $ 1,167 $ 28,810 $ — $ 29,977 2022 615 101,537 109,000 211,152 2023 326 91,230 150,000 241,556 2024 341 — — 341 2025 295 92,656 — 92,951 Thereafter — 44,727 — 44,727 Total $ 2,744 $ 358,960 $ 259,000 $ 620,704 Credit Facility Payable The Company’s credit facility (the “Credit Facility”) consisting of a $200,000 revolving credit facility (the “Revolving Credit Facility”) and a $150,000 term loan (the “Term Loan”) has an accordion feature that allows for an increase in available borrowings up to $700,000, subject to certain conditions. At March 31, 2021, the Company had $109,000 outstanding under the Revolving Credit Facility and $150,000 outstanding under the Term Loan. At March 31, 2021 the interest rate on the Revolving Credit Facility and the Term Loan was 2.15% and 4.65%, respectively. The Revolving Credit Facility matures on August 1, 2022, 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 August 1, 2023. As of March 31, 2021, the Company had a maximum amount of $91,000 available for borrowing under the Revolving Credit Facility, subject to the terms and conditions, including compliance with the covenants which could further limit the amount available, of the Amended and Restated Credit Agreement that governs the Credit Facility. 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. At March 31, 2021, there were 27 properties included in the pool of unencumbered properties. The Credit Facility requires compliance with certain covenants, including a minimum tangible net worth requirement, a distribution limitation, restrictions on indebtedness and investment restrictions, as defined. 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. On September 29, 2020, the Company entered into a first amendment to the Company’s Amended and Restated Credit Agreement dated as of August 1, 2018 with KeyBank National Association individually and as administrative agent, KeyBanc Capital Markets Inc., PNC Capital Markets LLC and Merrill Lynch Pierce, Fenner & Smith Incorporated (now BofA Securities, Inc.) as joint lead arrangers, and other lenders from time to time parties to the agreement. This amendment provides a waiver of the minimum tangible net worth requirement for three consecutive quarters beginning with the quarter ended September 30, 2020. In exchange, our leverage ratio may be increased only to 62.5% (formerly 65%) for two consecutive fiscal quarters two times prior to the facility termination date, the Company is restricted, during this waiver period, from making any share repurchases or distributions without lender approval, a LIBOR floor of 25 basis points will remain in effect for the remainder of the term, and the Company paid a set fee to the arranging bank and all the participating lenders. As of March 31, 2021, the Company is in compliance with all financial covenants related to the Credit Facility as amended. Mortgages Payable The mortgage loans require compliance with certain covenants, such as debt service ratios, investment restrictions and distribution limitations. As of March 31, 2021, the Company was current on all of the payments and except for two mortgage loans with covenant violations which only required cash maintenance accounts be established for their two mortgaged properties, all other mortgage loans were in compliance with their financial covenants. All of the Company’s mortgage loans are secured by first mortgages on the respective real estate assets. As of March 31, 2021, the weighted average years to maturity for the Company’s mortgages payable was 2.8 years. For mortgage loans maturing in the next twelve months, the Company intends to either refinance such mortgage loans or repay such mortgage loans with cash on hand or use 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 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 March 31, 2021. Date Entered Effective Date Maturity Date Pay Fixed Rate (a) Notional Amount Fair Value at March 31, 2021 Liabilities February 11, 2015 March 2, 2015 March 1, 2022 2.02 % 6,114 (106 ) April 7, 2015 April 7, 2015 April 7, 2022 1.74 % 48,501 (787 ) September 17, 2015 September 17, 2015 September 17, 2022 1.90 % 13,700 (351 ) October 2, 2015 November 1, 2015 November 1, 2022 1.79 % 13,100 (338 ) December 23, 2015 December 23, 2015 January 2, 2026 2.30 % 26,000 (1,743 ) June 7, 2016 July 1, 2016 July 1, 2023 1.42 % 43,680 (1,152 ) July 21, 2016 August 1, 2016 August 1, 2023 1.30 % 47,550 (1,143 ) June 5, 2017 May 31, 2017 May 15, 2022 1.90 % 14,700 (292 ) August 23, 2018 September 4, 2018 August 1, 2023 2.73 % 60,000 (3,451 ) August 23, 2018 September 4, 2018 August 1, 2023 2.74 % 25,000 (1,438 ) August 23, 2018 September 4, 2018 August 1, 2023 2.74 % 25,000 (1,441 ) August 23, 2018 September 4, 2018 August 1, 2023 2.73 % 40,000 (2,301 ) $ 363,345 $ (14,543 ) (a) Receive floating rate index based upon one-month LIBOR. At March 31, 2021, the one-month LIBOR was 0.11%. The table below presents the effect of the Company’s derivative financial instruments on the consolidated statements of operations and comprehensive income (loss) for the three months ended March 31, 2021 and 2020. Three Months Ended March 31, Derivatives in Cash Flow Hedging Relationships 2021 2020 Effective portion of derivatives $ 1,161 $ (14,552 ) Reclassification adjustment for amounts included in net gain or loss (effective portion) $ 1,864 $ 403 The total amount of interest expense presented on the consolidated statements of operations and comprehensive income (loss) was $6,042 and $6,498, for the three months ended March 31, 2021 and 2020, respectively. The location of 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 (loss). The amount that is expected to be reclassified from accumulated other comprehensive income (loss) into income in the next twelve months is $7,216. |