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Mortgages Payable
3 Months Ended
Mar. 31, 2021
Mortgages Payable  
Mortgages Payable

Note 8 – Mortgages Payable

The following table summarizes certain information as of March 31, 2021 and December 31, 2020, with respect to the Company’s senior mortgage indebtedness (amounts in thousands):

Outstanding Principal

As of March 31, 2021

March 31,

December 31, 

Interest-only

Property

    

2021

    

2020

    

Interest Rate

    

through date

    

Maturity Date

Fixed Rate:

ARIUM Hunter’s Creek

$

70,525

$

70,871

 

3.65

%  

(1)

November 1, 2024

ARIUM Metrowest

 

64,559

 

64,559

 

4.43

%  

May 2021

May 1, 2025

ARIUM Westside

 

52,150

 

52,150

 

3.68

%  

August 2021

August 1, 2023

Ashford Belmar

 

100,675

 

100,675

 

4.53

%  

December 2022

December 1, 2025

Avenue 25 (2)

36,566

36,566

4.18

%

July 2022

July 1, 2027

Carrington at Perimeter Park(3)

31,286

31,301

4.16

%

(3)

July 1, 2027

Chattahoochee Ridge

 

45,338

 

45,338

 

3.25

%  

December 2022

December 5, 2024

Citrus Tower

40,442

40,627

4.07

%

(1)

October 1, 2024

Denim(4)

101,205

101,205

3.41

%

August 2024

August 1, 2029

Elan(5)

 

25,557

 

25,574

 

4.19

%

(5)

July 1, 2027

Element

29,260

29,260

3.63

%

July 2022

July 1, 2026

Falls at Forsyth (6)

19,504

4.35

%

(1)

July 1, 2025

Gulfshore Apartment Homes

46,345

46,345

3.26

%

September 2022

September 1, 2029

James on South First

 

 

25,674

 

Navigator Villas (7)

 

20,515

 

20,515

 

4.56

%  

June 2021

June 1, 2028

Outlook at Greystone

22,105

22,105

4.30

%

June 2021

June 1, 2025

Park & Kingston

 

19,600

 

19,600

 

3.32

%

November 2024

November 1, 2026

Plantation Park

 

 

26,625

 

Providence Trail

 

47,950

 

47,950

 

3.54

%

July 2021

July 1, 2026

Roswell City Walk

 

49,798

 

50,043

 

3.63

%  

(1)

December 1, 2026

The Brodie

 

33,380

 

33,551

 

3.71

%  

(1)

December 1, 2023

The Links at Plum Creek

 

39,409

 

39,578

 

4.31

%  

(1)

October 1, 2025

The Mills

 

25,141

 

25,275

 

4.21

%  

(1)

January 1, 2025

The Preserve at Henderson Beach

48,490

48,490

3.26

%

September 2028

September 1, 2029

The Reserve at Palmer Ranch

40,806

40,977

4.41

%

(1)

May 1, 2025

The Sanctuary

 

33,707

 

33,707

 

3.31

%

Interest-only

August 1, 2029

Wesley Village

39,259

39,438

4.25

%

(1)

April 1, 2024

Total Fixed Rate

$

1,083,572

$

1,117,999

 

 

 

 

Floating Rate (8):

ARIUM Glenridge

$

49,500

$

49,500

 

1.45

%  

September 2021

September 1, 2025

Chevy Chase

24,400

24,400

2.44

%

September 2022

September 1, 2027

Cielo on Gilbert (9)

58,000

58,000

2.65

%

January 2026

January 1, 2031

Falls at Forsyth (6)

19,443

1.52

%

(1)

July 1, 2025

Fannie Facility Advance

 

13,936

 

13,936

 

2.72

%

June 2022

June 1, 2027

Fannie Facility Second Advance (9)

12,880

2.76

%

March 2023

March 1, 2028

Marquis at The Cascades I

 

 

31,668

 

Marquis at The Cascades II

 

 

22,101

 

Pine Lakes Preserve

 

42,728

 

42,728

 

3.10

%

July 2025

July 1, 2030

The District at Scottsdale (10)

74,651

75,577

1.85

%

(1)

June 11, 2021 (11)

Veranda at Centerfield

 

26,100

 

26,100

 

1.37

%

July 2021

July 26, 2023 (12)

Villages of Cypress Creek

 

33,520

 

33,520

 

2.67

%

July 2022

July 1, 2027

Total Floating Rate

$

355,158

$

377,530

Total

$

1,438,730

$

1,495,529

 

Fair value adjustments

6,236

6,489

Deferred financing costs, net

(10,648)

(11,086)

 

 

Total continuing operations

$

1,434,318

$

1,490,932

Held for Sale

ARIUM Grandewood (6)(13)

$

$

19,585

ARIUM Grandewood (6)(13)

19,529

Plantation Park

26,625

4.64

%

July 2024

July 1, 2028

Deferred financing costs, net

(192)

(341)

Total held for sale

26,433

38,773

Total mortgages payable

$

1,460,751

$

1,529,705

(1)The loan requires monthly payments of principal and interest.
(2)The principal balance includes a $29.7 million senior loan at a fixed rate of 4.02% and a $6.9 million supplemental loan at a fixed rate of 4.86%.
(3)The principal balance includes a $27.5 million senior loan at a fixed rate of 4.09% and a $3.8 million supplemental loan at a fixed rate of 4.66%. The senior loan has monthly payments that are interest-only through July 2024, whereas the supplemental loan has monthly payments of principal and interest. Both loans have a maturity date of July 1, 2027.
(4)The principal balance includes a $91.6 million senior loan at a fixed rate of 3.32% and a $9.6 million supplemental loan at a fixed rate of 4.22%.
(5)The principal balance includes a $21.2 million senior loan at a fixed rate of 4.09% and a $4.4 million supplemental loan at a fixed rate of 4.66%. The senior loan has monthly payments that are interest-only through July 2024, whereas the supplemental loan has monthly payments of principal and interest. Both loans have a maturity date of July 1, 2027.
(6)Refer to the Master Credit Facility with Fannie Mae section of this Note for further information regarding the senior mortgage substitution of collateral.
(7)The principal balance includes a $14.8 million senior loan at a fixed rate of 4.31% and a $5.7 million supplemental loan at a fixed rate of 5.23%.
(8)Other than Cielo on Gilbert, the Fannie Facility Second Advance and The District at Scottsdale, all the Company’s floating rate loans bear interest at one-month LIBOR + margin. In March 2021, one-month LIBOR in effect was 0.12%. LIBOR rate is subject to a rate cap. Please refer to Note 10 for further information.
(9)The Cielo on Gilbert loan and the Fannie Facility Second Advance bear interest at a floating rate of the 30-day average SOFR+ 2.61% and + 2.70%, respectively. In March 2021, the 30-day average SOFR in effect was 0.04%. SOFR rate is subject to a rate cap. Please refer to Note 10 for further information.
(10)The loan bears interest at a floating rate of one or three-month LIBOR + margin at the Company's discretion. The loan is not subject to a rate cap.
(11)The loan has two (2) three-month extension options subject to certain conditions.
(12)The loan has two (2) one-year extension options subject to certain conditions.
(13)At December 31, 2020, ARIUM Grandewood had a fixed rate loan with a principal balance of $19.6 million and a floating rate loan with a principal balance of $19.5 million.

Deferred financing costs

Costs incurred in obtaining long-term financing are amortized on a straight-line basis to interest expense over the terms of the related financing agreements, as applicable, which approximates the effective interest method.

Loss on Extinguishment of Debt and Debt Modification Costs

Upon repayment of or in conjunction with a material change (i.e. a 10% or greater difference in the cash flows between instruments) in the terms of an underlying debt agreement, the Company writes-off any unamortized deferred financing costs and fair market value adjustments related to the original debt that was extinguished. Prepayment penalties incurred on the early repayment of debt and costs incurred in a debt modification that are not capitalized are also included within loss on extinguishment of debt and debt modification costs on the consolidated statements of operations. Loss on extinguishment of debt and debt modification costs were $3.0 million and zero for the three months ended March 31, 2021 and 2020, respectively.

Master Credit Facility with Fannie Mae

On April 30, 2018, the Company, through certain subsidiaries of the Operating Partnership, entered into a Master Credit Facility Agreement (the “Fannie Facility”), which was issued through Fannie Mae’s Multifamily Delegated Underwriting and Servicing Program. The Fannie Facility includes certain restrictive covenants, including indebtedness, liens, investments, mergers and asset sales, and distributions. The Fannie Facility also contains events of default, including payment defaults, covenant defaults, bankruptcy events, and change of control events. Each note under the Fannie Facility is cross-defaulted and cross-collateralized and the Company has guaranteed the obligations under the Fannie Facility. As of March 31, 2021, the mortgage loans secured by ARIUM Metrowest, Falls at Forsyth and Outlook at Greystone were issued under the Fannie Facility.

On May 27, 2020, the Company, through certain subsidiaries of the Operating Partnership, entered into a $13.9 million floating rate advance (the “Fannie Facility Advance”) originated under the Fannie Facility and collateralized by the properties issued under the Fannie Facility. The Fannie Facility Advance matures on June 1, 2027 and bears interest at LIBOR plus 2.60%, subject to an interest rate cap,

with interest-only payments through June 2022 and then monthly payments based on thirty-year amortization. The Fannie Facility Advance may be prepaid without prepayment or yield maintenance beginning March 1, 2027.

On February 18, 2021, the Company, through certain subsidiaries of the Operating Partnership, entered into a $12.9 million floating rate advance originated under the Fannie Facility (the “Fannie Facility Second Advance”). Upon the sale of ARIUM Grandewood (refer to Note 3 for further information), the Company had the option to forgo the repayment of the principal balance and any related prepayment penalties and costs by substituting the collateral securing the senior mortgage with collateral of the same or higher value. As such, the Company elected to substitute the ARIUM Grandewood collateral on the Fannie Facility with its Falls at Forsyth property. As the collateral value of Falls at Forsyth exceeded the collateral value of ARIUM Grandewood, the Company elected to receive this incremental difference in collateral value as an advance under the Fannie Facility. The Fannie Facility Second Advance matures on March 1, 2028 and bears interest at the 30-day average SOFR plus 2.70%, subject to an interest rate cap, with interest-only payments through March 2023 and then monthly payments based on thirty-year amortization. The Fannie Facility Second Advance may be prepaid without prepayment or yield maintenance beginning December 1, 2027.

The Company may request future fixed rate advances or floating rate advances under the Fannie Facility either by borrowing against the value of the mortgaged properties (based on the valuation methodology established in the Fannie Facility) or adding eligible properties to the collateral pool, subject to customary conditions, including satisfaction of minimum debt service coverage and maximum loan-to-value tests. The proceeds of any future advances made under the Fannie Facility may be used, among other things, for general operating purposes and the acquisition and refinancing of additional properties to be identified in the future.

Debt maturities

As of March 31, 2021, contractual principal payments for the five subsequent years and thereafter are as follows (amounts in thousands):

Year

    

Total

2021 (April 1-December 31) (1)

$

81,986

2022

 

13,821

2023

 

126,023

2024

 

201,580

2025

 

369,102

Thereafter

 

672,843

$

1,465,355

Add: Unamortized fair value debt adjustment

 

6,236

Subtract: Deferred financing costs, net

 

(10,840)

Total

$

1,460,751

(1)$74.7 million represents a loan in connection with The District at Scottsdale. The loan has a June 2021 maturity date and contains two (2) three-month extension options, subject to certain conditions.

The net book value of real estate assets providing collateral for these above borrowings, including the Amended Senior Credit Facility, Second Amended Junior Credit Facility and Fannie Facility, was $1,971.2 million as of March 31, 2021.

The mortgage loans encumbering the Company’s properties are generally nonrecourse, subject to certain exceptions for which the Company would be liable for any resulting losses incurred by the lender. These exceptions vary from loan to loan but generally include fraud or a material misrepresentation, misstatement or omission by the borrower, intentional or grossly negligent conduct by the borrower that harms the property or results in a loss to the lender, filing of a bankruptcy petition by the borrower, either directly or indirectly, and certain environmental liabilities. In addition, upon the occurrence of certain events, such as fraud or filing of a bankruptcy petition by the borrower, the Company or our joint ventures would be liable for the entire outstanding balance of the loan, all interest accrued thereon and certain other costs, including penalties and expenses. The mortgage loans generally have a period where a prepayment fee or yield maintenance would be required.