Borrowings

3 Months Ended

Mar. 31, 2025

Borrowings [Abstract]

Borrowings

Note 13 – Borrowings

Our Company’s borrowings at March 31, 2025 and December 31, 2024, net of deferred financing costs and including the impact of interest rate derivatives on effective interest rates, are summarized below:

	As of March 31, 2025
(Dollars in thousands)	Maturity Date	Contractual ‎Facility		Balance, ‎Gross		Balance, ‎Net(1)		Stated ‎Interest Rate	Effective ‎Interest ‎Rate
Denominated in USD
Trust Preferred Securities (US)	April 30, 2027	$	27,913	$	27,913	$	27,450	8.55%	8.55%
Bank of America Credit Facility (US)	August 18, 2025		8,700		8,700		8,668	11.50%	11.50%
Cinemas 1, 2, 3 Term Loan (US)	October 1, 2025		20,593		20,593		20,593	9.32%	9.32%
Minetta & Orpheum Theatres Loan (US)	June 1, 2025		7,432		7,432		7,426	7.00%	7.00%
Union Square Financing (US) (2)	May 6, 2025		55,000		47,141		47,118	11.52%	11.52%
Denominated in foreign currency ("FC") (3)
NAB Corporate Term Loan (AU)	July 31, 2026		62,360		62,360		62,262	5.89%	5.89%
NAB Bridge Facility (AU) (4)	April 30, 2025		12,472		12,472		12,471	6.00%	6.00%
		$	194,470	$	186,611	$	185,988

(1)Net of deferred financing costs amounting to $0.6 million.

(2)This facility was extended after March 31, 2025, and now matures on November 6, 2026. See below for discussion.

(3)The contractual facilities and outstanding balances of the foreign currency denominated borrowings were translated into U.S. dollars based on the applicable exchange rates as of March 31, 2025.

(4)This facility was extended after March 31, 2025, and now matures on May 23, 2025. See below for discussion.

	As of December 31, 2024
(Dollars in thousands)	Maturity Date	Contractual ‎Facility		Balance, ‎Gross		Balance, ‎Net(1)		Stated ‎Interest ‎Rate	Effective ‎Interest ‎Rate
Denominated in USD
Trust Preferred Securities (US)	April 30, 2027	$	27,913	$	27,913	$	27,394	8.85%	8.85%
Bank of America Credit Facility (US)	August 18, 2025		14,750		14,750		14,699	10.50%	10.50%
Cinemas 1, 2, 3 Term Loan (US)	April 1, 2025		20,682		20,682		20,594	9.57%	9.57%
Minetta & Orpheum Theatres Loan (US)	June 1, 2025		7,464		7,464		7,446	7.00%	7.00%
Union Square Financing (US) (4)	May 6, 2025		55,000		47,141		47,049	11.78%	11.78%
Denominated in foreign currency ("FC") (2)
NAB Corporate Term Loan (AU)	July 31, 2026		61,850		61,850		61,740	6.12%	6.12%
NAB Bridge Facility (AU)	April 30, 2025		12,370		12,370		12,361	6.16%	6.16%
Westpac Bank Corporate (NZ) (3)	March 31, 2025		10,543		10,543		10,543	6.95%	6.95%
Total		$	210,572	$	202,713	$	201,826

(1)Net of deferred financing costs amounting to $0.9 million.

(2)The contractual facilities and outstanding balances of the foreign currency denominated borrowings were translated into U.S. dollars based on the applicable exchange rates as of December 31, 2024.

(3)This debt was repaid in full on January 31, 2025.

(4)This loan has an option to extend for one year, which is within our control and we intend to exercise.

Our loan arrangements are presented, net of the deferred financing costs, on the face of our consolidated balance sheet as follows:

	March 31,		December 31,
Balance Sheet Caption (Dollars in thousands)	2025		2024
Debt - current portion	$	53,738	$	69,193
Debt - long-term portion		104,800		105,239
Subordinated debt - long-term portion		27,450		27,394
Total borrowings	$	185,988	$	201,826

Bank of America Credit Facility

As at December 31, 2023, our Bank of America facility matured on September 4, 2024, following a Q1 2023 loan modification, which, among other things, extended the maturity date from March 1, 2024 to September 4, 2024.

We amended this facility on March 27, 2024, to among other terms and conditions, (i) extend the Maturity Date to August 18, 2025, (ii) require a $275,000 principal paydown, (iii) eliminate the minimum liquidity covenant, (iv) reduce the principal amortization amounts and provide a principal holiday period, and (v) require certain paydowns on the sale of certain real estate assets. Interest is charged at 2.5% above the Bank of America Prime rate, which itself has a floor of 1.0%. Payment-in-kind interest at a rate of 0.5% commenced on January 1, 2024, and continued until December 31, 2024, increasing to 1.5% on January 1, 2025, until the facility is repaid in full. This loan is subject to mandatory prepayment out of a portion of the net proceeds realized by us in the event that we determine to sell certain specified assets. In October 2024, we amended this facility to defer the monthly principal payments required in October, November and December, to the end of 2024. All deferred payments were made as contracted. Upon the sale of our Wellington Property assets including Courtenay Central, we repaid $6.1 million of this facility on February 5, 2025.

On April 3, 2025, we amended our Bank of America facility to defer certain scheduled pay downs, which are now payable upon the earlier of May 16, 2025 and the sale of our Cannon Park property.

Minetta and Orpheum Theatres Loan

On August 1, 2024, we extended the maturity of our $8.0 million loan with Santander Bank, which is secured by our Minetta and Orpheum Theaters. It had previously matured on June 1, 2024. The extended facility now matures on June 1, 2025, requires monthly principal and interest payments with a balloon payment of $7.7 million on maturity, and carries an interest rate of 7.0%.

Cinemas 1,2,3 Term Loan

Our Cinemas 1,2,3 Term Loan is held by Sutton Hill Properties LLC (“SHP”), a 75% owned subsidiary of RDI. On February 26, 2025, we exercised the last of our extension options on this loan, taking the maturity to October 1, 2025. The loan is with Valley National Bank, which carries an interest rate of 5.0% above monthly SOFR, with a floor of 7.50%.

Union Square Financing

Our $55.0 million loan facility, executed in 2021 with Emerald Creek Capital, is secured by our 44 Union Square property and certain limited guarantees. It bears a variable interest rate of TERM SOFR plus 6.9% and includes provisions for a prepaid interest and property tax reserve fund. On April 23, 2024, we executed the first twelve month extension on this loan, taking the maturity to May 6, 2025.

On May 2, 2025, we extended the maturity date of this loan to November 6, 2026, with one option to extend further to May 6, 2027. The extension includes principal payments of $500,000 on or before May 21, 2025 and February 6, 2026. This modification reduced the facility limit from $55.0 million $49.0 million.

Debt denominated in foreign currencies

Westpac Bank Corporate Credit Facility (NZ)

We repaid our Westpac Bank Corporate Credit Facility in full on January 31, 2025.

Australian NAB Corporate Term Loan (AU)

Prior to March 31, 2024, our Revolving Corporate Markets Loan Facility with National Australia Bank (“NAB”) matured on July 31, 2025. It consisted of (i) an AU$100.0 million Corporate Loan facility at 1.75% above BBSY, of which AU $60.0 million was revolving and AU$40.0 million was core and (ii) a Bank Guarantee Facility of AU$5.0 million at a rate of 1.9% per annum.

On April 4, 2024, we amended this facility, which now matures on July 31, 2026. As part of the amendment, we obtained an additional AU$20.0 million bridge facility (the “Bridge Loan”) which initially matured on March 31, 2025 (or earlier, upon the sale of certain assets), and modified certain covenants. We are also required, from March 31, 2025, to make quarterly repayments of AU$1.5 million against the AU$100.0 million Corporate Loan facility, until maturity date, representing permanent reductions in that facility’s ceiling. No other changes were made. We have from time to time extended (most recently on May 14, 2025) the maturity date of the Bridge Loan to reflect the intent that the loan be repaid out of the proceeds from the sale of Cannon Park. The Bridge Loan currently matures on May 23, 2025 reflecting a May 21, 2025 anticipated closing date for the sale of our Cannon Park property. On April 2, 2025, we executed an amendment that among other things, increased the bank guarantee facility from AU$3.0 million to AU$4.0 million.

Effective June 28, 2024, we entered into an Interest Rate Hedging Agreement with NAB on AU$50.0 million of the Corporate Loan Facility with a termination date of July 31, 2026. The Interest Rate Collar transaction has a floor of 4.18% and a cap of 4.78%.