DEBT | 6. DEBT Our consolidated indebtedness is currently comprised of borrowings under our line of credit, term loans and mortgage notes. Borrowings under the non-recourse mortgage notes are secured by mortgages or deeds of trust and related assignments and security interests in collateralized and certain cross-collateralized properties, which are generally owned by single purpose entities. A summary of our debt is as follows: Weighted-Average Effective Interest Rate as of Balance as of March 31, December 31, March 31, December 31, ($ in thousands) 2023 2022 Maturity Date 2023 2022 Line of credit (1) 6.15 % 5.71 % March 2025 $ 210,000 $ 90,000 Term loan (2) 2.87 2.87 March 2027 550,000 550,000 Term loan (3) 3.42 3.65 May 2026 600,000 600,000 Fixed-rate mortgage notes (4) 3.58 3.58 August 2024 - 996,720 996,720 Floating-rate mortgage notes (5) 3.71 3.68 January 2025 - 617,250 617,250 Total principal amount / weighted-average (6) 3.63 % 3.55 % $ 2,973,970 $ 2,853,970 Less unamortized debt issuance costs (24,721) (26,784) Add unamortized mark-to-market adjustment on assumed debt 375 427 Total debt, net $ 2,949,624 $ 2,827,613 Gross book value of properties encumbered by debt $ 2,391,484 $ 2,389,179 (1) The effective interest rate is calculated based on either (i) the Term Secured Overnight Financing Rate (“Term SOFR”) plus a 10 basis point adjustment (“Adjusted Term SOFR”) plus a margin ranging from 1.25% to 2.00% ; or (ii) an alternative base rate plus a margin ranging from 0.25% to 1.0% , depending on our consolidated leverage ratio. Customary fall-back provisions apply if Term SOFR is unavailable. The line of credit is available for general corporate purposes including, but not limited to, our acquisition and operation of permitted investments. As of March 31, 2023, total commitments for the line of credit were $1.0 billion and the unused and available portions under the line of credit were both $790.0 million. (2) The effective interest rate is calculated based on either (i) Adjusted Term SOFR plus a margin ranging from 1.20% to 1.90% ; or (ii) an alternative base rate plus a margin ranging from 0.20% to 0.90% , depending on our consolidated leverage ratio. The weighted-average effective interest rate is the all-in interest rate, including the effects of interest rate swap agreements which fix Term SOFR for the term loan. As of March 31, 2023, total commitments for the term loan were $550.0 million. This term loan is available for general corporate purposes including, but not limited to, our acquisition and operation of permitted investments. (3) The effective interest rate is calculated based on Term SOFR plus a 11.448 basis point adjustment plus a margin ranging from 1.35% to 2.20% ; or (ii) an alternative base rate plus a margin ranging from 0.35% to 1.20% , depending on our consolidated leverage ratio. The weighted-average effective interest rate is the all-in interest rate, including the effects of interest rate swap agreements which fix Term SOFR for $525.0 million of borrowings and an interest rate cap agreement on $75.0 million of borrowings. As of March 31, 2023, total commitments for the term loan were $600.0 million. This term loan is available for general corporate purposes including, but not limited to, our acquisition and operation of permitted investments. (4) Interest rates range from 2.85% to 4.71% . The assets and credit of each of our consolidated properties pledged as collateral for our mortgage notes are not available to satisfy our other debt and obligations, unless we first satisfy the mortgage notes payable on the respective underlying properties. (5) The effective interest rate of the $209.3 million mortgage note is calculated based on Adjusted Term SOFR plus a margin of 1.50% , including the effects of an interest rate cap agreement on $170.0 million of borrowings. The effective interest rate of the $408.0 million mortgage note is calculated based on Adjusted Term SOFR plus a margin of 1.65% , including the effects of an interest rate cap agreement. (6) The weighted-average remaining term of our consolidated debt was approximately 3.3 years as of March 31, 2023, excluding any extension options on the line of credit and the floating-rate mortgage notes. For the three months ended March 31, 2023 and 2022, the amount of interest incurred related to our consolidated indebtedness, excluding debt issuance cost amortization and amounts capitalized, was $30.9 million and $12.6 million, respectively. See “Note 7” for the amount of interest incurred related to the DST Program (as defined below). As of March 31, 2023, the principal payments due on our consolidated debt during each of the next five years and thereafter were as follows: (in thousands) Line of Credit (1) Term Loans Mortgage Notes (2) Total Remainder of 2023 $ — $ — $ — $ — 2024 — — 38,000 38,000 2025 210,000 — 985,080 1,195,080 2026 — 600,000 — 600,000 2027 — 550,000 129,750 679,750 Thereafter — — 461,140 461,140 Total principal payments $ 210,000 $ 1,150,000 $ 1,613,970 $ 2,973,970 (1) The line of credit matures in March 2025 and the term may be extended pursuant to two one-year extension options, subject to certain conditions. (2) The $209.3 million mortgage note matures in July 2025 and the term may be extended pursuant to a one-year extension option, subject to certain conditions. The $408.0 million mortgage note matures in January 2025 and the $367.8 million mortgage note matures in July 2025 and the terms of both may be extended pursuant to two one-year extension options, subject to certain conditions. As of March 31, 2023, we have no indebtedness with initial or extended maturity dates beyond 2023 that has exposure to LIBOR. Debt Covenants Our line of credit, term loans and mortgage note agreements contain various property-level covenants, including customary affirmative and negative covenants. In addition, the line of credit and term loan agreements contain certain corporate level financial covenants, including leverage ratio, fixed charge coverage ratio, and tangible net worth thresholds. We were in compliance with all covenants as of March 31, 2023. Derivative Instruments To manage interest rate risk for certain of our variable-rate debt, we use interest rate derivative instruments as part of our risk management strategy. These derivatives are designed to mitigate the risk of future interest rate increases by either providing a fixed interest rate or capping the variable interest rate for a limited, pre-determined period of time. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for us making fixed-rate payments over the life of the interest rate swap agreements without exchange of the underlying notional amount. Interest rate caps involve the receipt of variable amounts from a counterparty at the end of each period in which the interest rate exceeds the agreed fixed price. Certain of our variable-rate borrowings are not hedged, and therefore, to an extent, we have on-going exposure to interest rate movements. For derivative instruments that are designated and qualify as cash flow hedges, the gain or loss is recorded as a component of accumulated other comprehensive income (loss) (“AOCI”) on the condensed consolidated balance sheets and is reclassified into earnings as interest expense for the same period that the hedged transaction affects earnings, which is when the interest expense is recognized on the related debt. As of March 31, 2023, we have two interest rate cap derivative instruments that are not designated as cash flow hedges and therefore, changes in fair value are recognized through income. As a result, in periods with high interest rate volatility, we may experience significant fluctuations in our net income (loss). During the next 12 months, we estimate that approximately $34.3 million will be reclassified as a decrease to interest expense related to active effective hedges of existing floating-rate debt. The following table summarizes the location and fair value of the derivative instruments on our condensed consolidated balance sheets as of March 31, 2023 and December 31, 2022. Number of Notional Balance Sheet Fair ($ in thousands) Contracts Amount Location Value As of March 31, 2023 Interest rate swaps designated as cash flow hedges 17 $ 1,442,830 Derivative instruments $ 51,030 Interest rate caps not designated as cash flow hedges 2 578,000 Derivative instruments 22,859 Interest rate cap designated as cash flow hedge 1 75,000 Derivative instruments 3,110 Total derivative instruments 20 $ 2,095,830 $ 76,999 As of December 31, 2022 Interest rate swaps designated as cash flow hedges 17 $ 1,442,830 Derivative instruments $ 70,994 Interest rate caps not designated as cash flow hedges 2 578,000 Derivative instruments 28,339 Total derivative instruments 19 $ 2,020,830 $ 99,333 The following table presents the effect of our derivative instruments on our condensed consolidated financial statements. For the Three Months Ended March 31, (in thousands) 2023 2022 Derivative Instruments Designated as Cash Flow Hedges (Loss) gain recognized in AOCI $ (11,253) $ 18,038 Amount reclassified from AOCI (out of) into interest expense (9,055) 1,146 Total interest expense presented in the condensed consolidated statements of operations in which the effects of the cash flow hedges are recorded 48,464 22,467 Derivative Instruments Not Designated as Cash Flow Hedges Unrealized loss (gain) on derivative instruments recognized in other (income) expenses (1) $ 5,480 $ (10,902) Realized gain on derivative instruments recognized in other (income) expenses (2) (3,896) — (1) Unrealized loss (gain) on changes in fair value of financial instruments relates to mark-to-market changes on our derivatives not designated as cash flow hedges. (2) Realized gain on financial instruments relates to interim settlements for our derivatives not designated as cash flow hedges. |