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Indebtedness
12 Months Ended
Dec. 31, 2021
Debt Disclosure [Abstract]  
Indebtedness Indebtedness
The Company’s indebtedness comprised the following as of December 31, 2021 and 2020 (dollars in thousands):  
 Principal Balance
Interest Rate (a)
Maturity Date
 December 31, December 31, 
 202120202021
   Secured Debt
Socastee Commons(b)
$— $4,458 4.57%January 6, 2023
Johns Hopkins Village(c)
— 50,859 LIBOR+1.25%August 7, 2025
Red Mill West10,386 10,851 4.23%June 1, 2022
Marketplace at Hilltop9,706 10,120 4.42%October 1, 2022
1405 Point52,286 53,000 LIBOR+2.25%January 1, 2023
Nexton Square20,107 22,909 LIBOR+2.25%February 1, 2023
Wills Wharf64,288 59,044 LIBOR+2.25%June 26, 2023
249 Central Park Retail(d)
16,352 16,597 LIBOR+1.60%
(e)
August 10, 2023
Fountain Plaza Retail(d)
9,841 9,988 LIBOR+1.60%
(e)
August 10, 2023
South Retail(d)
7,179 7,287 LIBOR+1.60%
(e)
August 10, 2023
Hoffler Place(f)(g)
18,400 18,400 LIBOR+2.60%January 1, 2024
Summit Place(f)(g)
23,100 23,100 LIBOR+2.60%January 1, 2024
One City Center24,084 24,712 LIBOR+1.85%April 1, 2024
Chronicle Mill(h)
— — LIBOR+3.00%May 5, 2024
Red Mill Central2,188 2,363 4.80%June 17, 2024
Gainesville Apartments18,114 — LIBOR+3.00%August 31, 2024
Premier Apartments(i)
16,508 16,716 LIBOR+1.55%October 31, 2024
Premier Retail(i)
8,131 8,241 LIBOR+1.55%October 31, 2024
Red Mill South5,518 5,833 3.57%May 1, 2025
Brooks Crossing Office14,882 15,393 LIBOR+1.60%July 1, 2025
Market at Mill Creek13,142 13,789 LIBOR+1.55%July 12, 2025
North Point Center Note 21,942 2,094 7.25%September 15, 2025
Encore Apartments(j)
24,523 24,337 2.93%February 10, 2026
4525 Main Street(j)
31,476 31,231 2.93%February 10, 2026
Delray Beach Plaza14,039 — LIBOR+3.00%March 8, 2026
Thames Street Wharf70,761 70,000 BSBY+1.30%
(e)
September 30, 2026
Southgate Square27,060 19,682 LIBOR+1.90%December 21, 2026
Greenbrier Square20,000 — 3.74%October 10, 2027
Lexington Square14,172 14,440 4.50%September 1, 2028
Red Mill North4,189 4,294 4.73%December 31, 2028
Greenside Apartments32,598 33,310 3.17%December 15, 2029
The Residences at Annapolis Junction84,375 84,375 SOFR+2.66%November 1, 2030
Smith's Landing16,452 17,331 4.05%June 1, 2035
Liberty Apartments13,572 13,877 5.66%November 1, 2043
Edison Apartments15,926 16,272 5.30%December 1, 2044
The Cosmopolitan42,090 42,909 3.35%July 1, 2051
Total secured debt$747,387 $747,812 
   Unsecured debt
Senior unsecured revolving credit facility$5,000 $10,000 LIBOR+
1.30%-1.85%
January 24, 2024
Senior unsecured term loan19,500 19,500 LIBOR+
1.25%-1.80%
January 24, 2025
Senior unsecured term loan185,500 185,500 LIBOR+
1.25%-1.80%
(e)
January 24, 2025
Total unsecured debt210,000 215,000 
   Total principal balances957,387 962,812 
Other notes payable(k)
10,144 10,004   
Unamortized GAAP adjustments(8,621)(8,971)  
Loans reclassified to liabilities related to assets held for sale, net(41,354)— 
   Indebtedness, net$917,556 $963,845   
________________________________________
(a) LIBOR, SOFR, and Bloomberg Short-Term Bank Yield Index ("BSBY") rates are determined by individual lenders.
(b) On August 25, 2021 the Socastee Commons Note was paid off as part of the property sale.
(c) On November 16, 2021 the Johns Hopkins Village Note was paid off.
(d) Cross collateralized.
(e) Includes debt subject to interest rate swap agreements.
(f) Cross collateralized.
(g) Held for sale as of December 31, 2021.
(h) No funding on the construction loan as of December 31, 2021.
(i) Cross collateralized.
(j) Cross collateralized.
(k) Represents the fair value of additional ground lease payments at 1405 Point over the approximately 42-year remaining lease term and an earn-out liability for the Gainesville development project.


The Company’s indebtedness was comprised of the following fixed and variable-rate debt as of December 31, 2021 and 2020 (in thousands):
 December 31, 
 20212020
Fixed-rate debt$534,371 $573,951 
Variable-rate debt423,016 388,861 
Total principal balance$957,387 $962,812 
 
Certain loans require the Company to comply with various financial and other covenants, including the maintenance of minimum debt coverage ratios. As of December 31, 2021, the Company was in compliance with all loan covenants. See "Other 2021 Financing Activity" section below for additional discussion.
 
Scheduled principal repayments and maturities during each of the next five years and thereafter are as follows (in thousands):
Year Ending December 31,Scheduled Principal PaymentsMaturitiesTotal Payments
2022$12,319 $19,570 $31,889 
202312,148 168,447 180,595 
202412,993 112,024 125,017 
202512,944 234,630 247,574 
20269,550 146,003 155,553 
Thereafter85,332 131,427 216,759 
Total (1)
$145,286 $812,101 $957,387 
________________________________________
(1)Debt principal payments and maturities exclude increased ground lease payments at 1405 Point and accrued earn-out payments to the Company’s joint venture partner at Gainesville, each of which is classified as notes payable in the Company's consolidated balance sheets.

Credit Facility
 
The Company has a senior credit facility that was amended and restated on October 3, 2019, which provides for a $355.0 million credit facility comprised of a $150.0 million senior unsecured revolving credit facility (the "revolving credit facility") and a $205.0 million senior unsecured term loan facility (the "term loan facility" and, together with the revolving credit facility, the "credit facility"), with a syndicate of banks.

The credit facility includes an accordion feature that allows the total commitments to be increased to $700.0 million, subject to certain conditions, including obtaining commitments from any one or more lenders. The revolving credit facility has a scheduled maturity date of January 24, 2024, with two six-month extension options, subject to certain conditions, including payment of a 0.075% extension fee at each extension. The term loan facility has a scheduled maturity date of January 24, 2025.
The revolving credit facility bears interest at LIBOR (the London Inter-Bank Offered Rate) plus a margin ranging from 1.30% to 1.85%, and the term loan facility bears interest at LIBOR plus a margin ranging from 1.25% to 1.80%, in each case depending on the Company's total leverage. The Company is also obligated to pay an unused commitment fee of 15 or 25 basis points on the unused portions of the commitments under the revolving credit facility, depending on the amount of borrowings under the credit facility. As of December 31, 2021, the interest rates on the revolving credit facility and the term loan facility were 1.70% and 1.65%, respectively. If the Company attains investment grade credit ratings from Standard and Poor's and Moody's Investor Service, the Operating Partnership may elect to have borrowings become subject to interest rates based on such credit ratings. The Company may, at any time, voluntarily prepay any loan under the credit facility in whole or in part without premium or penalty.

The Operating Partnership is the borrower under the credit facility, and its obligations under the credit facility are guaranteed by the Company and certain of its subsidiaries that are not otherwise prohibited from providing such guaranty. The credit agreement contains customary representations and warranties and financial and other affirmative and negative covenants. The Company's ability to borrow under the credit facility is subject to ongoing compliance with a number of financial covenants, affirmative covenants, and other restrictions. The credit agreement includes customary events of default, in certain cases subject to customary cure periods. The occurrence of an event of default, if not cured within the applicable cure period, would permit the lenders to, among other things, declare the unpaid principal, accrued and unpaid interest, and all other amounts payable under the credit facility to be immediately due and payable.

On January 7, 2021, the Operating Partnership entered into a $15.0 million standby letter of credit using the available capacity under the credit facility to guarantee the funding of its investment in the Harbor Point Parcel 3 joint venture, which is the developer of T. Rowe Price's new global headquarters. This letter of credit was available for draw down on the revolving credit facility in the event the Company did not meet its equity requirement. The letter of credit
expired on January 4, 2022 and was not required to be renewed.

The Company is currently in compliance with all covenants under the credit agreement.

Other 2021 Financing Activity

On January 15, 2021, the Company refinanced the loan secured by 4525 Main Street and Encore Apartments. The Company increased the balance by $1.5 million, bringing the total balance of the loan to $57.0 million. The new loan bears interest at a rate of 2.93% and will mature on February 10, 2026.

On January 28, 2021, the Company refinanced the Nexton Square loan and paid the balance down by $2.0 million, bringing the balance to $20.1 million. The loan bears interest at a rate of LIBOR plus a spread of 2.25% (LIBOR has a 0.25% floor) and will mature on February 1, 2023.

On March 8, 2021, the Company obtained a loan secured by Delray Beach Plaza in the amount of $14.5 million. The loan bears interest at a rate of LIBOR plus a spread of 3.00% and will mature on March 8, 2026.

On May 5, 2021, the Company entered into a $35.1 million construction loan agreement for the Chronicle Mill development project. The loan bears interest at a rate of LIBOR plus a spread of 3.00% (LIBOR has a 0.25% floor). The loan matures on May 5, 2024 and has two 12-month extension options.

On August 24, 2021, as a part of the Greenbrier Square acquisition, the Company assumed a note payable of $20.0 million. The loan bears interest at a fixed rate of 3.74% and will mature on October 10, 2027.

On September 30, 2021, the Company refinanced the loan secured by Thames Street Wharf. The new $71.0 million loan bears interest at a rate of BSBY plus a spread of 1.30% and will mature on September 30, 2026. The Company simultaneously entered into an interest rate swap agreement that effectively fixes the interest rate at 2.35% for the term of the loan.

On April 15, 2021, the Company refinanced the $19.5 million Southgate Square loan. On December 21, 2021, the Company refinanced the loan with a new $27.1 million loan. The new loan bears interest at a rate of LIBOR plus a spread of 1.90% (LIBOR has a 0.20% floor) and will mature on December 21, 2026.

During the year ended December 31, 2021, the Company borrowed $23.4 million under its existing construction loans to fund new development and construction.
In September 2021, the loan covenants for the syndicated loan secured by Wills Wharf were modified to extend the deadline for the Company to meet a lease-up requirement included in the loan agreement from October 1, 2021 to February 1, 2022. At February 1, 2022, it was determined that the Company did not meet the lease-up requirement stipulated. The covenant requires the property to be 75% leased, and the property was 70% leased as of that date. This was not an event of default but did trigger an appraisal for the property.

Other 2020 Financing Activity

In June 2020, the Company exercised its option to purchase the remaining 21% ownership interest in 1405 Point in exchange for increased ground lease payments to be made over the approximately 42-year remaining lease term. The Company recorded a note payable of $6.1 million, which represents the present value of these payments. The ground lessor is an affiliate of our former joint venture partner.

On August 31, 2020, the Company entered into a $31.4 million construction loan agreement for the development project owned by the Gainesville Partnership. The loan bears interest at a rate of LIBOR plus a spread of 3.00% (LIBOR has a floor of 0.75%). The loan matures on August 31, 2024 and has one 12-month extension option. The Company's joint venture partner in the Gainesville Partnership has guaranteed payment of 55% of loan advances.

On September 22, 2020, as a part of the Nexton Square acquisition, the Company assumed a note payable of $22.9 million. The loan bears interest at a rate of LIBOR plus a spread of 2.25% and was scheduled to mature on August 8, 2021. This loan was subsequently refinanced prior to its original maturity date. See Other 2021 Financing Activity.

On September 22, 2020, the Company paid off the Hanbury Village loan in full. This property was added to the unencumbered borrowing base for the revolving credit facility.

On October 1, 2020, the Company assumed a $16.4 million loan payable with the acquisition of Edison Apartments, a multifamily property located in downtown Richmond, Virginia

On October 6, 2020, the Company paid off the Sandbridge Commons loan in full. This property was added to the unencumbered borrowing base for the revolving credit facility.

On October 30, 2020, as part of the acquisition of The Residences at Annapolis Junction, the Company assumed an $83.4 million senior loan, which was immediately refinanced with a new $84.4 million loan. This new loan bears interest at a rate of SOFR plus a spread of 2.66% and will mature on November 1, 2030.

On December 22, 2020, the Company refinanced the Summit Place loan. The Company decreased the balance to $23.1 million by paying down $11.5 million. The loan bears interest at a rate of LIBOR plus a spread of 2.60% (LIBOR has a 0.40% floor) and will mature on January 1, 2024.

On December 22, 2020, the Company refinanced the Hoffler Place loan. The Company decreased the balance to $18.4 million by paying down $12.8 million. The loan bears interest at a rate of LIBOR plus a spread of 2.60% (LIBOR has a 0.40% floor) and will mature on January 1, 2024.

In April 2020, the Company proactively obtained a waiver from the lender for the Premier Retail/Apartments property wherein it did not have to meet the minimum debt service coverage requirement for the period ended June 30, 2020. The Company also proactively obtained a waiver from the lender for the 249 Central Park, Fountain Plaza Retail, and South Retail properties wherein it did not have to meet the minimum debt service coverage requirement for the periods ended June 30, 2020 and December 31, 2020. As of December 31, 2020, the Company was in compliance with all covenants on its outstanding indebtedness after giving effect to the waivers granted.

During the year ended December 31, 2020, the Company borrowed $39.7 million under its existing construction loans to fund new development and construction.