DEBT OBLIGATIONS

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

DEBT OBLIGATIONS

7. DEBT OBLIGATIONS

The following table sets forth information regarding the Company’s consolidated debt obligations outstanding as of September 30, 2024 and December 31, 2023 (in thousands):

	September 30, 2024		December 31, 2023		Effective Interest Rate		Maturity Date
SECURED DEBT:
$245.0M 5.88% Secured Term Loan due 2028	$	245,000	$	245,000	5.88%		February 2028
$50.0M Construction Loan due 2026	29,767		13,824		SOFR + 2.50%		August 2026
Principal balance outstanding	274,767		258,824
Less: deferred financing costs	(2,586)		(3,153)
Total Secured indebtedness	$	272,181	$	255,671
UNSECURED DEBT
$600.0M Unsecured Credit Facility	$	40,000	$	—	SOFR + 1.50%		June 2027	(a)
Term Loan - Swapped to fixed	250,000		250,000		SOFR + 1.70%	(b)	June 2027	(a)
$70.0M Term Loan	70,000		70,000		SOFR + 2.00%		February 2025	(a)
$350.0M 4.10% Guaranteed Notes due 2024	—		340,000		3.78%		October 2024
$450.0M 3.95% Guaranteed Notes due 2027	450,000		450,000		4.03%		November 2027
$350.0M 8.30% Guaranteed Notes due 2028	350,000		350,000		8.35%	(c)	March 2028
$350.0M 4.55% Guaranteed Notes due 2029	350,000		350,000		4.30%		October 2029
$400.0M 8.875% Guaranteed Notes due 2029	400,000		—		8.97%		April 2029
Indenture IA (Preferred Trust I)	27,062		27,062		SOFR + 1.51	(d)	March 2035
Indenture IB (Preferred Trust I)	25,774		25,774		SOFR + 1.51	(d)	April 2035
Indenture II (Preferred Trust II)	25,774		25,774		SOFR + 1.51	(d)	July 2035
Note Payable	13,000		—		4.66%		June 2027
Principal balance outstanding	2,001,610		1,888,610
Plus: original issue premium (discount), net	$	(663)	$	1,878
Less: deferred financing costs	(11,355)		(7,327)
Total unsecured indebtedness	$	1,989,592	$	1,883,161
Total Debt Obligations	$	2,261,773	$	2,138,832

(a)Spread includes a 10 basis point daily SOFR adjustment.

(b)On November 23, 2022, the $250.0 million unsecured term loan was swapped to a fixed rate. At September 30, 2024, the fixed rate for this instrument was 5.41% and matures on June 30, 2027. The effective date of the swap was January 31, 2023.

(c)During the third quarter of 2023, Moody’s downgraded the Company's senior unsecured credit rating from Baa3 to Ba1. As a result of the downgrade, the interest rate on the Company's 7.55% Guaranteed Notes due 2028 (the "2028 Notes") increased 25 basis points in September 2023 due to the coupon adjustment provisions within the 2028 Notes. During the first quarter of 2024, S&P downgraded the Company's senior unsecured credit rating from BBB- to BB+. As a result of the downgrade, the interest rate on the 2028 Notes increased 25 basis points to 8.05% in March 2024 due to the coupon adjustment provisions within the 2028 Notes. During the second quarter of 2024, Moody's downgraded the Company's senior unsecured credit rating from Ba1 to Ba2. As a result of the downgrade, the interest rate on the 2028 Notes increased 25 basis points to 8.30% in April 2024 due to the coupon adjustment provisions within the 2028 Notes.

(d)On January 16, 2024, the Trust Preferred I Indenture IA was swapped to a fixed rate at 5.14% for the period from March 30, 2024 to December 30, 2026 and Trust Preferred I Indenture IB and Trust Preferred II Indenture II were swapped to a fixed rate at 5.24% for the period from January 30, 2024 to January 30, 2027.

The Company utilizes borrowings under its unsecured credit facility (the “Unsecured Credit Facility”) for general business purposes, including to fund costs of acquisitions, developments and redevelopments of properties, and to fund share repurchases and repay other debt. The Unsecured Credit Facility provides for borrowings of up to $600.0 million and the per annum variable interest rate on borrowings is SOFR plus 1.40% plus a spread adjustment of 0.10%. The interest rate and

facility fee are subject to adjustment upon a change in the Company’s unsecured debt ratings. During the nine months ended September 30, 2024, the weighted-average interest rate on Unsecured Credit Facility borrowings was 6.90%, resulting in $1.4 million of interest expense for such period.

Guaranteed Notes due 2029

On April 12, 2024, the Company completed an underwritten offering of $400.0 million aggregate principal amount of its 8.875% Guaranteed Notes due 2029 (the “2029 Notes”). The 2029 Notes were priced at approximately 99.51% of their face amount. The Company received approximately $391.8 million of net proceeds after the deduction for underwriting discounts and offering expenses.

On April 15, 2024, the Company commenced a tender offer (the “Tender Offer”) for any and all of the outstanding $335.1 million principal amount of its 4.10% Guaranteed Notes due 2024 (the “2024 Notes”). The purchase price offered per $1,000 principal amount of 2024 Notes pursuant to the Tender Offer was determined by reference to the fixed spread for the 2024 Notes of 0 basis points plus the yield based on the bid-side price of the 4.250% U.S. Treasury due September 30, 2024. The Tender Offer expired on April 19, 2024. Upon completion of the Tender Offer, on April 23, 2024, the Company issued a redemption notice to redeem any 2024 Notes that remained outstanding after the Tender Offer. On June 7, 2024, the Company redeemed the $113.4 million principal amount of the 2024 Notes at the aggregate principal amount outstanding together with accrued and unpaid interest thereon to the redemption date. 

Additional Information on Unsecured and Secured Consolidated Debt

The Parent Company unconditionally guarantees the unsecured debt obligations of the Operating Partnership (or is a co-borrower with the Operating Partnership) but does not by itself incur unsecured indebtedness. The Parent Company has no material assets other than its investment in the Operating Partnership.

The Company was in compliance with all financial covenants as of September 30, 2024. Certain of the covenants restrict the Company’s ability to obtain alternative sources of capital.

As of September 30, 2024, the aggregate scheduled principal payments on the Company’s consolidated debt obligations (secured and unsecured) were as follows (in thousands):

2024 (three months remaining)	$	—
2025	70,000
2026	29,767
2027	753,000
2028	595,000
Thereafter	828,610
Total principal payments	2,276,377
Net unamortized premiums/(discounts)	(663)
Net deferred financing costs	(13,941)
Outstanding indebtedness	$	2,261,773