Debt Financing (Tables)

9 Months Ended

Sep. 30, 2021

The following tables summarize the Partnership’s debt financings, net of deferred financing costs, as of September 30, 2021 and December 31, 2020:

	Outstanding Debt Financings as of September 30, 2021, net		Restricted Cash		Year Acquired	Stated Maturities	Reset Frequency	Variable Rate Index	Index Based Rates	Spread/ Facility Fees	Period End Rates
TEBS Financings
Fixed - M24	$	39,435,294	$	4,000	2010	May 2027	N/A	N/A	N/A	N/A	3.05%
Variable - M31 ⁽¹⁾		77,340,279		4,999	2014	July 2024	Weekly	SIFMA	0.05%	1.27%	1.32%
Fixed - M33		30,345,610		2,606	2015	September 2030	N/A	N/A	N/A	N/A	3.24%
Fixed - M45 ⁽²⁾		214,415,750		5,000	2018	July 2034	N/A	N/A	N/A	N/A	3.82%

Secured Notes
Variable - Notes		102,872,192		77,530,879	2020	September 2025	Monthly	3-month LIBOR	0.12%	9.00%	9.12% ⁽³⁾

TOB Trust Securitizations
Mizuho Capital Markets:
Variable - TOB		9,034,467		-	2020	July 2022	Weekly	SIFMA	0.21%	0.89%	1.10%
Variable - TOB		10,032,675		-	2021	February 2023	Weekly	SIFMA	0.21%	1.42%	1.63%
Variable - TOB		4,127,846		-	2021	April 2023	Weekly	SIFMA	0.21%	1.27%	1.48%
Variable - TOB		96,716,042		-	2019	July 2023	Weekly	SIFMA	0.21% - 0.25%	1.17% - 1.67%	1.38% - 1.92%
Variable - TOB		100,813,059		-	2020	September 2023	Weekly	OBFR	0.26%	0.89%	1.15%
Variable - TOB		5,680,103		-	2020	December 2023	Weekly	SIFMA	0.21%	1.27%	1.48%
Variable - TOB		52,531,175		-	2021	January 2024	Weekly	OBFR	0.26%	0.89%	1.15%
Variable - TOB		4,351,664		-	2021	July 2024	Weekly	OBFR	0.26%	1.16%	1.42%
Morgan Stanley:
Fixed - Term TOB		12,936,258		-	2019	May 2024	N/A	N/A	N/A	N/A	1.98%
Total Debt Financings	$	760,632,414

⁽¹⁾	Facility fees have a variable component.

⁽²⁾	The M45 TEBS has an initial interest rate of 3.82% through July 31, 2023. From August 1, 2023 through the stated maturity date, the interest rate is 4.39%. These rates are inclusive of credit enhancement fees payable to Freddie Mac.

⁽³⁾

The Partnership has entered into two total return swap transactions with the Secured Notes as the reference security and notional amounts totaling the outstanding principal on the Secured Notes. The total return swaps effectively net down the interest rate on the Secured Notes. Considering the effect of the total return swaps, the effective net interest rate is 4.25% for approximately $39.7 million of the Secured Notes and 1.00% for approximately $63.5 million of the Secured Notes as of September 30, 2021. See Note 18 for further information on the total return swaps.

	Outstanding Debt Financings as of December 31, 2020		Restricted Cash		Year Acquired	Stated Maturities	Reset Frequency	Variable Rate Index	Index Based Rates	Spread/ Facility Fees	Period End Rates
TEBS Financings
Fixed - M24	$	39,825,019	$	238,760	2010	May 2027	N/A	N/A	N/A	N/A	3.05%
Variable - M31 ⁽¹⁾		78,272,018		4,999	2014	July 2024	Weekly	SIFMA	0.12%	1.34%	1.46%
Fixed - M33		30,796,097		2,606	2015	September 2030	N/A	N/A	N/A	N/A	3.24%
Fixed - M45 ⁽²⁾		215,825,022		5,000	2018	July 2034	N/A	N/A	N/A	N/A	3.82%

Secured Notes
Variable - Notes		103,086,756		77,500,000	2020	September 2025	Monthly	3-month LIBOR	0.22%	9.00%	9.22% ⁽³⁾

TOB Trust Securitizations
Mizuho Capital Markets:
Variable - TOB		1,765,167		-	2020	July 2022	Weekly	SIFMA	0.29%	0.89%	1.18%
Variable - TOB		122,724,862		-	2019	July 2023	Weekly	SIFMA	0.29% - 0.39%	1.17% - 1.67%	1.46% - 2.06%
Variable - TOB		62,992,845		-	2020	September 2023	Weekly	OBFR	0.33%	0.89%	1.22%
Variable - TOB		5,668,324		-	2020	December 2023	Weekly	SIFMA	0.29%	1.27%	1.56%
Morgan Stanley:
Fixed - Term TOB		13,001,530		-	2019	May 2022	N/A	N/A	N/A	N/A	3.53%
Total Debt Financings	$	673,957,640

⁽¹⁾	Facility fees have a variable component.

⁽²⁾	The M45 TEBS has an initial interest rate of 3.82% through July 31, 2023. From August 1, 2023 through the stated maturity date, the interest rate is 4.39%. These rates are inclusive of credit enhancement fees payable to Freddie Mac.

⁽³⁾

The Partnership has entered into two total return swap transactions with the Secured Notes as the reference security and notional amounts totaling the outstanding principal on the Secured Notes. The total return swaps effectively net down the interest rate on the Secured Notes. Considering the effect of the total return swaps, the effective net interest rate is 4.25% for approximately $40.0 million of the Secured Notes and 1.00% for approximately $63.5 million of the Secured Notes as of December 31, 2020. See Note 18 for further information on the total return swaps.

Summary of Mizuho TOB Trust Financings

The following is a summary of the Mizuho TOB Trust financings that were entered into during the nine months ended September 30, 2021:

TOB Trusts Securitization

Initial TOB

Trust Financing ⁽¹⁾

Stated Maturity

Reset

Frequency

Variable Rate Index

Facility Fees

TOB Trust 2021-XF2926 ⁽²⁾

16,190,000

January 2024

Weekly

OBFR

0.89%

Hope on Avalon GIL

5,064,000

February 2023

Weekly

SIFMA

1.42%

Hope on Broadway GIL

2,953,000

February 2023

Weekly

SIFMA

1.42%

Jackson Manor Apartments MRB

3,528,000

April 2023

Weekly

SIFMA

1.27%

TOB Trust 2021-XF2939 ⁽³⁾

4,085,000

July 2024

Weekly

OBFR

1.16%

Total TOB Trust Financings

31,820,000

⁽¹⁾	Amounts shown are the initial funding into the respective TOB Trusts. The balances will increase based upon subsequent fundings of the related securitized assets and the current outstanding balances are contained in the summarized debt financing table above.

⁽²⁾	The TOB Trust is a securitization of the Legacy Commons at Signal Hills GIL and property loan, Hilltop at Signal Hills GIL and property loan, Oasis at Twin Lakes property loan and Hope on Avalon taxable GIL.

⁽³⁾	The TOB Trust is a securitization of the Osprey Village GIL and property loan and the Ocotillo Spring Series A-T taxable MRB.

The following is a summary of the Mizuho TOB Trust financings that were entered into during the nine months ended September 30, 2020:

TOB Trusts Securitization

Initial TOB

Trust Financing ⁽¹⁾

Stated Maturity

Reset

Frequency

Variable Rate Index

Facility Fees

Avistar at Copperfield - Series A

11,818,000

May 2021⁽²⁾

Weekly

SIFMA

1.67%

Avistar at Wilcrest - Series A

4,479,000

May 2021⁽²⁾

Weekly

SIFMA

1.67%

Avistar at Wood Hollow - Series A

34,007,000

May 2021⁽²⁾

Weekly

SIFMA

1.67%

Gateway Village

2,184,000

May 2021⁽²⁾

Weekly

SIFMA

1.67%

Lynnhaven

2,898,000

May 2021⁽²⁾

Weekly

SIFMA

1.67%

Ocotillo Springs - Series A

100,000

July 2022

Weekly

SIFMA

0.89%

Oasis at Twin Lakes GIL ⁽³⁾

10,440,000

July 2023

Weekly

SIFMA

0.89%

Scharbauer Flats Apartments GIL ⁽³⁾

36,000,000

July 2023

Weekly

SIFMA

0.89%

Centennial Crossings GIL ⁽³⁾

8,707,000

August 2023

Weekly

SIFMA

0.89%

TOB Trust 2020-XF2907 ⁽³⁾

55,870,000

September 2023

Weekly

OBFR

0.89%

TOB Trust 2020-XF2908

4,790,000

September 2023

Weekly

OBFR

0.89%

Total TOB Trust Financings

171,293,000

⁽¹⁾	Amounts shown are the initial funding into the respective TOB Trusts. The balances will increase based upon subsequent fundings of the related securitized assets and the current outstanding balances are contained in the summarized debt financing table above.

⁽²⁾	In July 2020, the Partnership extended the maturity date to July 2023.

⁽³⁾

Three TOB Trust financings associated with individual GILs were originated and subsequently collapsed during 2020. The three related GILs were then combined and re-securitized into a single TOB Trust financing in September 2020. The new TOB Trust financing was created to take advantage of lower interest rate spread adjustments compared to the previous TOB Trust financings. The termination of the single-GIL TOB Trust financings were treated as extinguishments for accounting purposes and the Partnership expensed approximately $364,000 of deferred financings costs.

Summary of Deutsche Bank Term A/B and Term TOB Trust Financings and Debt Financing Facilities Collapsed and Paid Off or Redeemed

The following is a summary of the TOB Trust financings that were collapsed and all principal and interest were paid in full during the nine months ended September 30, 2021:

Debt Financing	Debt Facility	Month	Paydown Applied
Rosewood Townhomes - Series A	TOB Trust	July 2021	$	7,700,000
South Pointe Apartments - Series A	TOB Trust	July 2021		17,990,000
			$	25,690,000

The following is a summary of the Deutsche Bank Term A/B Trust and TOB Trust financings that were collapsed and paid off in April 2020:

Debt Financing	Debt Facility	Month	Paydown Applied
Avistar at Copperfield - Series A	Term A/B Trust	April 2020	$	8,417,739
Avistar at Wilcrest - Series A	Term A/B Trust	April 2020		3,162,435
Avistar at Wood Hollow - Series A	Term A/B Trust	April 2020		26,860,536
Gateway Village	Term A/B Trust	April 2020		2,262,000
Lynnhaven	Term A/B Trust	April 2020		3,001,500
Pro Nova 2014-1	Term TOB	April 2020		8,010,000
			$	51,714,210

Schedule of Contractual Maturities of Borrowings

The Partnership’s contractual maturities of borrowings as of September 30, 2021 for the twelve-month periods ending December 31^st for the next five years and thereafter are as follows:

Remainder of 2021	$	1,653,516
2022		15,604,689
2023		222,409,816
2024		158,068,152
2025		11,363,784
Thereafter		354,283,518
Total		763,383,475
Unamortized deferred financing costs and debt premium		(2,751,061	)
Total debt financing, net	$	760,632,414