Debt

Debt consisted of the following as of September 30, 2017 and December 31, 2016 (amounts in thousands):



	Principal Balance						As of September 30, 2017
	September 30, 2017			December 31, 2016			Stated Rate		Effective Rate⁽¹⁾		Maturity Date⁽²⁾
Mortgage debt collateralized by:
Fixed rate mortgage debt
1333 Broadway	$	66,872		$	67,656		6.32	%	3.73	%	1/5/2018
1400 Broadway
(first lien mortgage loan)	66,909			67,714			6.12	%	3.37	%	2/5/2018
(second lien mortgage loan)	9,226			9,389			3.35	%	3.36	%	2/5/2018
111 West 33rd Street
(first lien mortgage loan)	74,356			75,261			6.01	%	3.32	%	4/5/2018
(second lien mortgage loan)	9,405			9,509			6.56	%	3.62	%	4/5/2018
1350 Broadway	37,302			37,764			5.87	%	3.71	%	4/5/2018
Metro Center	94,464			95,985			3.59	%	3.66	%	11/5/2024
10 Union Square	50,000			50,000			3.70	%	3.97	%	4/1/2026
1542 Third Avenue	30,000			17,795			4.29	%	4.68	%	5/1/2027
First Stamford Place⁽³⁾	180,000			235,067			4.28	%	4.67	%	7/1/2027
1010 Third Avenue and 77 West 55th Street	39,885			26,502			4.01	%	4.45	%	1/5/2028
10 Bank Street	34,802			31,544			4.23	%	4.54	%	6/1/2032
383 Main Avenue	30,000			28,654			4.44	%	4.77	%	6/30/2032
Total mortgage debt	723,221			752,840
Senior unsecured notes - exchangeable	250,000			250,000			2.63	%	3.93	%	8/15/2019
Senior unsecured notes:⁽⁶⁾
Series A	100,000			100,000			3.93	%	4.00	%	3/27/2025
Series B	125,000			125,000			4.09	%	4.17	%	3/27/2027
Series C	125,000			125,000			4.18	%	4.26	%	3/27/2030
Unsecured revolving credit facility⁽⁶⁾	—			—			⁽⁴⁾		⁽⁴⁾		8/29/2021
Unsecured term loan facility⁽⁶⁾	265,000			265,000			⁽⁵⁾		⁽⁵⁾		8/29/2022
Total principal	1,588,221			1,617,840
Unamortized premiums, net of unamortized discount	(2,301		)	905
Deferred financing costs, net	(8,630		)	(6,414		)
Total	$	1,577,290		$	1,612,331

______________


(1)	The effective rate is the yield as of September 30, 2017, including the effects of debt issuance costs and the amortization of the fair value of debt adjustment.


(2)	Pre-payment is generally allowed for each loan upon payment of a customary pre-payment penalty.


(3)	Represents a $164 million mortgage loan bearing interest of 4.09% and a $16 million loan bearing interest at 6.25%.


(4)	At September 30, 2017, the unsecured revolving credit facility bears a floating rate at 30 day LIBOR plus 1.10%. The rate at September 30, 2017 was 2.33%.


(5)	The unsecured term loan facility bears a floating rate at 30 day LIBOR plus 1.20%. Pursuant to a forward interest rate swap agreement, the LIBOR rate is fixed at 2.1485% for the period beginning on August 31, 2017 through maturity. The rate at September 30, 2017 was 3.35%.


(6)	At September 30, 2017, we were in compliance with all debt covenants.

Mortgage Debt

During April 2017, we refinanced a mortgage loan collateralized by 1542 Third Avenue. The new $30.0 million loan bears interest at a fixed rate of 4.29% and matures in May 2027.

During May 2017, we refinanced a mortgage loan collateralized by 10 Bank Street. The new $35.0 million loan bears interest at a fixed rate of 4.23% and matures in June 2032.

During June 2017, we refinanced a mortgage loan collateralized by First Stamford Place. The new $180.0 million loans bear a blended interest rate of 4.28% and mature in July 2027. One mortgage loan is for $164.0 million and bears an interest rate of 4.09%. The second loan is for $16.0 million and bears an interest rate of 6.25%.

During June 2017, we refinanced a mortgage loan collateralized by 1010 Third Avenue and 77 West 55th Street. The new $40.0 million loan bears interest at a fixed rate of 4.01% and matures in January 2028.

During June 2017, we refinanced a mortgage loan collateralized by 383 Main Avenue. The new $30.0 million loan bears interest at a fixed rate of 4.44% and matures in June 2032.

Principal Payments

Aggregate required principal payments at September 30, 2017 are as follows (amounts in thousands):



Year	Amortization		Maturities		Total
2017	$	1,983	$	—	$	1,983
2018	4,417		262,210		266,627
2019	3,790		250,000		253,790
2020	3,938		—		3,938
2021	4,090		—		4,090
Thereafter	43,407		1,014,386		1,057,793
Total	$	61,625	$	1,526,596	$	1,588,221

Deferred Financing Costs

Deferred financing costs, net, consisted of the following at September 30, 2017 and December 31, 2016 (amounts in thousands):



	September 30, 2017			December 31, 2016
Financing costs	$	23,333		$	23,145
Less: accumulated amortization	(6,004		)	(12,241		)
Total deferred financing costs, net	$	17,329		$	10,904

At September 30, 2017 and December 31, 2016, $8.7 million and $4.5 million, respectively, of net deferred financing costs associated with the unsecured revolving credit facility was included in deferred costs, net on the condensed consolidated balance sheet.

Amortization expense related to deferred financing costs was $1.0 million and $1.3 million for the three months ended September 30, 2017 and 2016, respectively, and $3.6 million and $3.7 million for the nine months ended September 30, 2017 and 2016, respectively, and was included in interest expense.

Unsecured Revolving Credit and Term Loan Facility

During August 2017, through the Operating Partnership, we entered into an amended and restated senior unsecured revolving credit and term loan facility (the “Facility”) with Bank of America, N.A., as administrative agent, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC as Joint Lead Arrangers and Joint Bookrunners, Wells Fargo, National Association and Capital One, National Association, as co-syndication agents, and the lenders party thereto. The Facility amended and restated the credit facility dated as of January 23, 2015, with Bank of America, N.A., Merrill Lynch, Goldman Sachs and the other lenders party thereto. In connection with the modification of the credit facility and term loan, we incurred a loss on early extinguishment of debt of $2.2 million which is reflected in our condensed consolidated statement of income for the nine months ended September 30, 2017. This transaction extended the unsecured revolving credit facility maturity, lowered borrowing costs and added flexibility to the financial covenants.

The Facility is in the original principal amount of up to $1.365 billion, which consists of a $1.1 billion revolving credit facility and a $265 million term loan facility. The new revolving credit facility replaced a credit facility which was due to mature in January 2019 and was undrawn as of September 30, 2017. The term loan facility was borrowed in full at closing and used to repay a $265 million term loan that had been due in 2022. We may request the Facility be increased through one or more increases in the revolving credit facility or one or more increases in the term loan facility or the addition of new pari passu term loan tranches, for a maximum aggregate principal amount not to exceed $1.75 billion.

The initial maturity of the unsecured revolving credit facility is August 2021. We have the option to extend the initial term for up to two additional 6-month periods, subject to certain conditions, including the payment of an extension fee equal to 0.0625% and 0.075% of the then outstanding commitments under the unsecured revolving credit facility on the first and the second extensions, respectively. The term loan facility matures on August 2022. We may prepay the loans under the Facility at any time, subject to reimbursement of the lenders’ breakage and redeployment costs in the case of prepayment of Eurodollar Rate borrowings.

Exchangeable Senior Notes

Issued in August 2014, the $250.0 million 2.625% Exchangeable Senior Notes (“2.625% Exchangeable Senior Notes”) are due August 15, 2019. The 2.625% Exchangeable Senior Notes will be exchangeable into cash, shares of Class A common stock or a combination of cash and shares of Class A common stock, at our election. We have asserted that it is our intent and ability to settle the principal amount of the 2.625% Exchangeable Senior Notes in cash. As of September 30, 2017, the exchange rate of the 2.625% Exchangeable Senior Notes was 51.7101 shares per $1,000 principal amount of notes (equivalent to an initial exchange price of approximately $19.34 per share of Class A common stock), subject to adjustment, as described in the related indenture governing the 2.625% Exchangeable Senior Notes.

For the three and nine months ended September 30, 2017, total interest expense related to the 2.625% Exchangeable Senior Notes was $2.4 million and $7.3 million, respectively, consisting of (i) the contractual interest expense of $1.6 million and $4.9 million, respectively, (ii) the additional non-cash interest expense of $0.7 million and $2.0 million, respectively, relating to the accretion of the debt discount, and (iii) the amortization of deferred financing costs of $0.1 million and $0.4 million, respectively. For the three and nine months ended September 30, 2016, total interest expense related to the 2.625% Exchangeable Senior Notes was $2.4 million and $7.3 million, respectively, consisting of (i) the contractual interest expense of $1.6 million and $4.9 million, respectively, (ii) the additional non-cash interest expense of $0.7 million and $2.0 million, respectively, relating to the accretion of the debt discount, and (iii) the amortization of deferred financing costs of $0.1 million and $0.4 million, respectively.