Mortgage Loans Payable and Credit Facility | Note 5. Mortgage Loans Payable and Credit Facility The Company has a $300 million unsecured credit facility which, as amended and restated on September 8, 2017, consists of (1) a $250 million revolving credit facility, expiring on September 8, 2021, and (2) a $50 million term loan, expiring on September 8, 2022. The revolving credit facility may be extended, at the Company’s option, for an additional one-year period, subject to customary conditions. Under an accordion feature, the facility can be increased to $750 million, subject to customary conditions and lending commitments. Interest on borrowings under the revolving credit facility component can range from the London Interbank Offered Rate (“LIBOR”) plus 135 basis points (“bps”) to 195 bps (135 bps at June 30, 2018) and interest on borrowings under the term loan component can range from LIBOR plus 130 to 190 bps (130 bps at June 30, 2018), each based on the Company’s leverage ratio. As of June 30, 2018, the Company had $109.2 million available for additional borrowings under the revolving credit facility. On July 24, 2018, the Company closed a new $75.0 million unsecured term loan maturing on July 24, 2025 (none of which was borrowed at closing). Proceeds from the term loan can be drawn at any time from closing until October 24, 2018, and are expected to be used primarily to repay mortgages maturing through November 2022. Interest on borrowings under the term loan can range from LIBOR plus 170 to 225 bps based on the Company’s leverage ratio. Additionally, the Company entered into forward interest rate swap agreements which will convert the LIBOR rate to a fixed rate through its maturity. As a result, the effective interest rate once the full $75.0 million unsecured term loan is borrowed will be 4.6%, based on the Company’s current leverage ratio. Debt is composed of the following at June 30, 2018: June 30, 2018 Contractual Maturity Balance interest rates Description dates outstanding weighted-average Fixed-rate mortgages 2021-2026 $ 126,498,000 4.4% Unsecured credit facilities: Variable-rate: Revolving credit facility Sep 2021 (a) 104,500,000 3.3% Term loan Sep 2022 50,000,000 3.4% Fixed-rate (b): Term loan Feb 2021 75,000,000 3.6% Term loan Feb 2022 50,000,000 3.0% Term loan Sep 2022 (c) 50,000,000 2.8% Term loan Apr 2023 100,000,000 3.2% Term loan Sep 2024 (d) 75,000,000 3.3% 630,998,000 3.5% Unamortized premium 472,000 Unamortized debt issuance costs (3,055,000 ) $ 628,415,000 (a) The revolving credit facility is subject to a one-year extension at the Company’s option. (b) The interest rates on these term loans consist of LIBOR plus a credit spread based on the Company’s leverage ratio, for which the Company has interest rate swap agreements which convert the LIBOR rates to fixed rates. Accordingly, these term loans are presented as fixed-rate debt. (c) The current interest rate swap agreement expires in February 2019 at which time a new interest rate swap agreement will begin resulting in an effective interest rate of 3.2%, based on the Company’s current leverage ratio. (d) The current interest rate swap agreement expires in February 2020 at which time a new interest rate swap agreement will begin resulting in an effective interest ratio of 3.7%, based on the Company’s current leverage ratio. The Company’s unsecured credit facility and term loans contain financial covenants including, but not limited to, maximum debt leverage, maximum secured debt, minimum fixed charge coverage, and minimum net worth. In addition, the facility contains restrictions including, but not limited to, limits on indebtedness, certain investments and distributions. Although the credit facility is unsecured, borrowing availability is based on unencumbered property adjusted net operating income, as defined in the agreements. The Company’s failure to comply with the covenants or the occurrence of an event of default under the facilities could result in the acceleration of the related debt and exercise of other lender remedies. As of June 30, 2018, the Company is in compliance with all financial covenants. Interest on borrowings under the unsecured credit facility and term loans are based on the Company’s leverage ratio. Derivative Financial Instruments At June 30, 2018, the Company had $13.8 million included in other assets and deferred charges, net, as well as $0.1 million included in accounts payable and accrued liabilities on the consolidated balance sheet relating to the fair value of the interest rate swaps applicable to the unsecured term loans discussed above. Charges and/or credits relating to the changes in the fair value of the interest rate swaps are made to accumulated other comprehensive income (loss), limited partners’ interest, or operations (included in interest expense), as applicable. Over time, the unrealized gains and losses recorded in accumulated other comprehensive loss will be reclassified into earnings as an increase or reduction to interest expense in the same periods in which the hedged interest payments affect earnings. The Company estimates that approximately $1.8 million of accumulated other comprehensive loss will be reclassified as a charge to earnings within the next twelve months. The following is a summary of the derivative financial instruments held by the Company at June 30, 2018 and December 31, 2017: June 30, 2018 Designation/ Fair Maturity Balance sheet Cash flow Derivative Count value dates location Qualifying Interest rate swaps 7 $ 13,750,000 2019-2024 Other assets and deferred charges, net Qualifying Interest rate swaps 1 $ 99,000 2025 Accounts payable and accrued liabilities December 31, 2017 Designation/ Fair Maturity Balance sheet Cash flow Derivative Count value dates location Qualifying Interest rate swaps 6 $ 6,394,000 2019-2024 Other assets and deferred charges, net Qualifying Interest rate swaps 1 $ 511,000 2021 Accounts payable and accrued liabilities The notional values of the interest rate swaps held by the Company at June 30, 2018 and December 30, 2017 were $400.0 million and $350.0 million, respectively. The following presents the effect of the Company’s derivative financial instruments on the consolidated statements of operations and the consolidated statements of equity for the three and six months ended June 30, 2018 and 2017, respectively: Gain recognized in other comprehensive (loss) income (effective portion) Designation/ Three months ended June 30, Six months ended June 30, Cash flow Derivative 2018 2017 2018 2017 Qualifying Interest rate swaps $ 2,094,000 $ (1,678,000 ) $ 7,846,000 $ (1,204,000 ) Gain (loss) recognized in other comprehensive (loss) income reclassified into earnings (effective portion) Three months ended June 30, Six months ended June 30, Classification 2018 2017 2018 2017 Continuing Operations $ 157,000 $ (650,000 ) $ 19,000 $ (1,516,000 ) As of June 30, 2018 the Company believes it has no significant risk associated with non-performance of the financial institutions which are the counterparties to its derivative contracts. |