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DEBT
9 Months Ended
Sep. 30, 2022
Debt Disclosure [Abstract]  
DEBT

5. DEBT

A summary of our consolidated debt is as follows:

Weighted-Average

Effective Interest Rate as of

Balance as of

September 30, 

December 31, 

September 30, 

December 31, 

($ in thousands)

    

2022

    

2021

    

Current Maturity Date

    

2022

    

2021

Line of credit (1)

4.41

%

1.35

%

November 2025

$

185,000

$

256,000

Term loan (2)

 

3.57

3.16

November 2026

400,000

 

325,000

Term loan (3)

 

4.39

3.19

January 2027

 

400,000

 

 

200,000

Fixed-rate mortgage notes

 

3.48

3.49

December 2025 - May 2031

 

380,546

 

 

381,954

Floating-rate mortgage notes (4)

 

4.52

2.26

October 2024 - October 2026

 

207,600

 

 

207,600

Total principal amount / weighted-average (5)

 

3.98

%

2.78

%

  

$

1,573,146

 

$

1,370,554

Less: unamortized debt issuance costs

 

  

 

  

 

  

$

(15,588)

 

$

(16,762)

Add: unamortized mark-to-market adjustment on assumed debt

 

  

 

  

 

  

 

8,667

 

 

9,442

Total debt, net

 

  

 

  

 

  

$

1,566,225

 

$

1,363,234

Gross book value of properties encumbered by debt

$

969,752

$

981,927

(1)The effective interest rate is calculated based on the Secured Overnight Financing Rate plus an 11.448 basis point adjustment (“Term SOFR”), plus a margin ranging from 1.25% to 2.00% depending on our consolidated leverage ratio. As of September 30, 2022, the unused and available portions under the line of credit were approximately $715.0 million and $573.3 million, respectively. The line of credit is available for general business purposes including, but not limited to, refinancing of existing indebtedness and financing the acquisition of permitted investments, including commercial properties.
(2)The effective interest rate is calculated based on Term SOFR, plus a margin ranging from 1.20% to 1.90% depending on our consolidated leverage ratio. Total commitments for this term loan are $400.0 million. The weighted-average interest rate is the all-in interest rate, including the effects of interest rate swap agreements relating to approximately $300.0 million in borrowings under this term loan.
(3)The effective interest rate is calculated based on Term SOFR, plus a margin ranging from 1.20% to 1.90% depending on our consolidated leverage ratio. Total commitments for this term loan are $400.0 million. The weighted-average interest rate is the all-in interest rate, including the effects of interest rate swap agreements relating to approximately $350.0 million in borrowings under this term loan.
(4)The effective interest rate is calculated based on the London Interbank Offered Rate (“LIBOR”) plus a margin. As of both September 30, 2022 and December 31, 2021, our floating-rate mortgage notes were subject to interest rate spreads ranging from 1.55% to 2.50%. As of September 30, 2022, our floating-rate mortgage notes were capped at 4.50% and 4.55% through interest rate cap agreements.
(5)The weighted-average remaining term of our consolidated borrowings was approximately 4.2 years as of September 30, 2022, excluding the impact of certain extension options.

As of September 30, 2022, 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

    

Total

Remainder of 2022

$

$

$

204

$

204

2023

 

 

 

1,463

 

1,463

2024

 

 

 

129,265

 

129,265

2025

 

185,000

 

 

72,360

 

257,360

2026

 

 

400,000

 

84,214

 

484,214

Thereafter

 

 

400,000

 

300,640

 

700,640

Total principal payments

$

185,000

$

800,000

$

588,146

$

1,573,146

(1)The term of the line of credit may be extended pursuant to two six-month extension options, subject to certain conditions.

In July 2017, the Financial Conduct Authority (“FCA”) that regulates LIBOR announced it intends to stop compelling banks to submit rates for the calculation of LIBOR after 2021. As a result, the Federal Reserve Board and the Federal Reserve Bank of New York organized the Alternative Reference Rates Committee (“ARRC”), which identified the Secured Overnight Financing Rate as its preferred alternative rate for LIBOR in derivatives and other financial contracts. Any changes adopted by the FCA or other governing bodies in the method used for determining LIBOR may result in a sudden or prolonged increase or decrease in reported LIBOR. If that were to occur, our interest payments could change. In addition, uncertainty about the extent and manner of future changes may result in interest rates and/or payments that are higher or lower than if LIBOR were to remain available in its current form.

LIBOR is expected to be phased out or modified by June 2023. As of September 30, 2022, certain of our mortgage notes have initial or extended maturity dates beyond 2023 with exposure to LIBOR. The agreements governing these loans provide procedures for determining a replacement or alternative base rate in the event that LIBOR is discontinued. However, there can be no assurances as to whether such replacement or alternative base rate will be more or less favorable than LIBOR. We intend to monitor the developments with respect to the phasing out of LIBOR after 2023 and work with our lenders to seek to ensure any transition away from LIBOR will have minimal impact on our financial condition, but can provide no assurances regarding the impact of the discontinuation of 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 our debt covenants as of September 30, 2022.

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. Interest rate caps are not designated as hedges. Certain of our variable-rate borrowings are not hedged, and therefore, to an extent, we have ongoing 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. During the next 12 months, we estimate that approximately $10.2 million will be reclassified as a decrease to interest expense related to active effective hedges of existing floating-rate debt. Our interest rate cap derivative instruments are not designated as hedges and therefore, changes in fair value must be recognized through income. As a result, in periods with high interest rate volatility, we may experience significant fluctuations in our net income (loss).

The following table summarizes the location and fair value of our consolidated derivative instruments on our condensed consolidated balance sheets:

 

Number of

 

Fair Value

($ in thousands)

    

Contracts

    

Notional Amount

    

Other Assets

    

Other Liabilities

As of September 30, 2022

Interest rate swaps

 

12

$

650,000

$

20,148

$

Interest rate caps

 

2

 

207,600

 

4,341

 

Total derivative instruments

 

14

$

857,600

$

24,489

$

As of December 31, 2021

Interest rate swaps

 

13

$

500,000

$

164

$

11,236

Interest rate caps

 

2

 

207,600

 

159

 

Total derivative instruments

 

15

$

707,600

$

323

$

11,236

The following table presents the effect of our consolidated derivative instruments on our condensed consolidated financial statements:

    

For the Three Months Ended

    

For the Nine Months Ended

September 30, 

September 30, 

(in thousands)

 

2022

    

2021

 

2022

    

2021

Derivative instruments designated as cash flow hedges:

  

  

  

  

Gain (loss) recognized in AOCI

$

17,114

$

(224)

$

27,976

$

2,519

Amount reclassified from AOCI into interest expense

 

331

 

2,537

 

3,282

 

7,740

Total interest expense presented in the condensed consolidated statements of operations in which the effects of cash flow hedges are recorded

 

42,255

 

17,866

 

100,439

 

51,477

Derivative instruments not designated as cash flow hedges:

 

  

 

  

 

 

  

Gain (loss) recognized in other income

$

1,691

$

$

4,223

$

(13)