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

6. DEBT

Our consolidated indebtedness is currently comprised of borrowings under our term loans and mortgage notes. Borrowings under the non-recourse mortgage notes are secured by mortgages or deeds of trust and related assignments and security interests in collateralized and certain cross-collateralized properties, which are generally owned by single purpose entities. A summary of our 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

Maturity Date

2022

2021

Line of credit (1)

 

4.39

1.40

%  

March 2025

$

$

Term loan (2)

 

2.87

 

2.23

 

March 2027

 

550,000

 

415,000

Term loan (3)

3.48

1.66

May 2026

600,000

600,000

Fixed-rate mortgage notes (4)

 

3.58

 

2.93

 

August 2024 -
January 2029

 

996,720

 

628,890

Floating-rate mortgage notes (5)

3.57

1.74

January 2025 -
July 2025

617,250

617,250

Total principal amount / weighted-average (6)

 

3.42

%  

2.14

%  

$

2,763,970

$

2,261,140

Less unamortized debt issuance costs

  

(28,749)

(16,106)

Add unamortized mark-to-market adjustment on assumed debt, net

  

 

480

 

639

Total debt, net

  

$

2,735,701

$

2,245,673

Gross book value of properties encumbered by debt

  

$

2,385,202

$

1,835,561

(1)The effective interest rate is calculated based on either (i) the Term Secured Overnight Financing Rate (“Term SOFR”) plus a 10 basis point adjustment (“Adjusted Term SOFR”) plus a margin ranging from 1.25% to 2.00%; or (ii) an alternative base rate plus a margin of 0.25% to 1.0%, depending on our consolidated leverage ratio. Customary fall-back provisions apply if Term SOFR is unavailable. The line of credit is available for general corporate purposes including, but not limited to, our acquisition and operation of permitted investments. As of September 30, 2022, total commitments for the line of credit were $1.0 billion and the unused and available portions under the line of credit were both $1.0 billion.
(2)The effective interest rate is calculated based on either (i) Adjusted Term SOFR plus a margin ranging from 1.20% to 1.90%; or (ii) an alternative base rate plus a margin of 0.20% to 0.90%, depending on our consolidated leverage ratio. The weighted-average effective interest rate is the all-in interest rate, including the effects of interest rate swap agreements which fix Term SOFR for the term loan. As of September 30, 2022, total commitments for the term loan were $550.0 million. This term loan is available for general corporate purposes including, but not limited to, our acquisition and operation of permitted investments.
(3)The effective interest rate is calculated based on Term SOFR plus a 11.448 basis point adjustment plus a margin ranging from 1.35% to 2.20%; or (ii) an alternative base rate plus a margin ranging from 0.35% to 1.20%, depending on our consolidated leverage ratio. The weighted-average effective interest rate is the all-in interest rate, including the effects of interest rate swap agreements which fix Term SOFR for the term loan. As of September 30, 2022, total commitments for the term loan were $600.0 million. This term loan is available for general corporate purposes including, but not limited to, our acquisition and operation of permitted investments.
(4)Interest rates range from 2.85% to 4.71%. The assets and credit of each of our consolidated properties pledged as collateral for our mortgage notes are not available to satisfy our other debt and obligations, unless we first satisfy the mortgage notes payable on the respective underlying properties.
(5)The effective interest rate of the $209.3 million mortgage note is calculated based on LIBOR plus a margin of 1.50%. The effective interest rate of the $408.0 million mortgage note is calculated based on Adjusted Term SOFR plus a margin of 1.65%.
(6)The weighted-average remaining term of our consolidated debt was approximately 3.9 years as of September 30, 2022, excluding any extension options on the line of credit and the floating-rate mortgage notes.

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 (2)

 

Total

Remainder of 2022

 

$

$

$

$

2023

 

 

 

 

2024

 

 

 

38,000

 

38,000

2025

 

 

 

985,080

 

985,080

2026

 

 

600,000

 

600,000

Thereafter

 

 

550,000

 

590,890

 

1,140,890

Total principal payments

$

$

1,150,000

$

1,613,970

$

2,763,970

(1)The line of credit matures in March 2025 and the term may be extended pursuant to two one-year extension options, subject to certain conditions.
(2)The $209.3 million mortgage note matures in July 2025 and the term may be extended pursuant to a one-year extension option, subject to certain conditions. The $408.0 million mortgage note matures in January 2025 and the $367.8 million mortgage note matures in July 2025 and the terms of both may be extended pursuant to two one-year 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 SOFR 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 the current form.

LIBOR is expected to be phased out or modified by June 2023. As of September 30, 2022, our $209.3 million mortgage note is the only indebtedness with initial or extended maturity dates beyond 2023 that has exposure to LIBOR. As of September 30, 2022, we have one interest rate cap in place on $170.0 million of borrowings under our $209.3 million mortgage note. 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 all 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 on-going 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. The gain or loss on the derivative instrument is presented in the same line item on the condensed consolidated statement of operations as the earnings effect of the hedged item. The interest rate cap derivative instruments are not

designated as hedges and therefore, changes in fair value are recognized through income. As a result, in periods with high interest rate volatility, we may experience significant fluctuations in our net income (loss).

During the next 12 months, we estimate that approximately $31.1 million will be reclassified as a decrease to interest expense related to active effective hedges of existing floating-rate debt.

The following table summarizes the location and fair value of the derivative instruments on our condensed consolidated balance sheets as of September 30, 2022 and December 31, 2021.

 

Number of

 

Notional

 

Balance Sheet

 

Fair

($ in thousands)

Contracts

Amount

Location

Value

As of September 30, 2022

 

  

 

 

  

  

 

  

Interest rate swaps

 

17

$

1,442,830

 

Other assets

$

76,614

Interest rate caps

2

578,000

Other assets

28,710

Total derivative instruments

19

$

2,020,830

$

105,324

As of December 31, 2021

 

  

 

 

  

  

 

  

Interest rate swaps

 

10

$

575,000

 

Other assets

$

2,653

Interest rate caps

2

578,000

Other assets

3,164

Total derivative instruments

12

$

1,153,000

$

5,817

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

For the Three Months Ended September 30, 

For the Nine Months Ended September 30, 

(in thousands)

 

2022

 

2021

 

2022

 

2021

Derivative Instruments Designated as Cash Flow Hedges

 

  

 

  

 

  

 

  

Gain (loss) recognized in AOCI

$

49,192

$

1,752

$

73,132

$

3,146

Amount reclassified from AOCI into interest expense

 

(863)

 

1,097

 

829

 

2,901

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

 

45,905

 

9,001

 

101,450

 

17,296

Derivative Instruments Not Designated as Cash Flow Hedges

Gain (loss) recognized in other income and expenses

$

11,310

$

(2)

$

26,149

$

(2)