Note 14 - Notes Payable

12 Months Ended

Dec. 31, 2021

Notes to Financial Statements

Debt Disclosure [Text Block]

14.  Notes Payable:

As of December 31, 2021 and 2020 the Company’s Notes payable, net consisted of the following (dollars in millions):

	Carrying Amount at December 31,						Interest Rate at December 31,						Maturity Date at December 31,
	2021			2020			2021			2020			2021
Senior unsecured notes	$	7,002.1		$	5,100.0			1.90% - 6.88	%		1.90% - 4.45	%	Oct-2022– Oct 2049
Credit facility (1)		-			-			0.87	%		0.91	%	Mar-2024
Fair value debt adjustments, net		81.0			-			n/a			n/a			n/a
Deferred financing costs, net (2)		(56.0	)		(55.8	)		n/a			n/a			n/a
	$	7,027.1		$	5,044.2			3.35%*			3.33%*

* Weighted-average interest rate

(1) Accrues interest at a rate of LIBOR plus 0.765%.

(2) As of December 31, 2021 and 2020, the Company had $4.0 million and $5.6 million of deferred financing costs, net related to the Credit Facility that are included in Other assets on the Company’s Consolidated Balance Sheets, respectively.

In connection with the Merger, the Company assumed senior unsecured notes aggregating $1.5 billion (including fair market value adjustment of $95.6 million), which have scheduled maturity dates ranging from October 2022 to August 2028 and accrue interest at rates ranging from 3.25% to 6.88% per annum. The senior unsecured notes assumed during the Merger have covenants that are similar to the Company’s existing debt covenants for its senior unsecured notes.

During the years ended December 31, 2021 and 2020, the Company issued the following senior unsecured notes (dollars in millions):

Date Issued	Maturity Date	Amount Issued		Interest Rate
Sept-2021	Dec-2031	$	500.0		2.25	%
Aug-2020	Mar-2028	$	400.0		1.90	%
Jul-2020 (1)	Oct-2030	$	500.0		2.70	%

(1) In July 2020, the Company issued unsecured notes (the “Green Bond”), of which the net proceeds from this offering are allocated to finance or refinance, in whole or in part, recently completed, existing or future Eligible Green Projects, in alignment with the four core components of the Green Bond Principles, 2018 as administered by the International Capital Market Association. Eligible Green Projects include projects with disbursements made in the three years preceding the issue date of the notes.

During the year ended December 31, 2020, the Company repaid the following senior unsecured notes (dollars in millions):

Date Paid	Maturity Date	Amount Repaid		Interest Rate
Jul-2020 & Aug-2020 (1)	May-2021	$	484.9		3.20	%

(1) The Company incurred a prepayment charge of $7.5 million, which is included in Early extinguishment of debt charges on the Company’s Consolidated Statements of Income.

On February 15, 2022, the Company announced the redemption of its $500.0 million 3.40% senior unsecured notes outstanding, which were scheduled to mature in November 2022. The Company plans to redeem these notes on March 2, 2022 and as a result, the Company will incur a prepayment charge of approximately $6.5 million.

In addition, in February 2022, the Company issued $600.0 million in senior unsecured notes, which are scheduled to mature in April 2032 and accrue interest at a rate of 3.20% per annum.

The scheduled maturities of all notes payable excluding unamortized fair value debt adjustments of $81.0 million and unamortized debt issuance costs of $56.0 million, as of December 31, 2021, were as follows (in millions):

	2022		2023		2024		2025		2026		Thereafter		Total
Principal payments	$	799.4	$	649.7	$	646.2	$	740.5	$	773.0	$	3,393.3	$	7,002.1

The Company’s supplemental indentures governing its Senior Unsecured Notes contain covenants whereby the Company is subject to maintaining (a) certain maximum leverage ratios on both unsecured senior corporate and secured debt, minimum debt service coverage ratios and minimum equity levels, (b) certain debt service ratios and (c) certain asset to debt ratios. In addition, the Company is restricted from paying dividends in amounts that exceed by more than $26.0 million the funds from operations, as defined therein, generated through the end of the calendar quarter most recently completed prior to the declaration of such dividend; however, this dividend limitation does not apply to any distributions necessary to maintain the Company's qualification as a REIT providing the Company is in compliance with its total leverage limitations. The Company was in compliance with all of the covenants as of December 31, 2021.

Interest on the Company’s fixed-rate Senior Unsecured Notes is payable semi-annually in arrears. Proceeds from these issuances were primarily used for the acquisition of shopping centers, the expansion and improvement of properties in the Company’s portfolio and the repayment of certain debt obligations of the Company.

Term Loan

On April 1, 2020, the Company entered into an unsecured term loan (the “Term Loan”) with total outstanding borrowings of $590.0 million pursuant to a credit agreement with a group of banks. The Term Loan was scheduled to mature in April 2021, with a one-year extension option to extend the maturity date, at the Company’s discretion, to April 2022. The Term Loan accrued interest at a rate of LIBOR plus 140 basis points or, at the Company’s option, a spread of 40 basis points to the base rate defined in the Term Loan, that in each case fluctuated in accordance with changes in the Company’s senior debt ratings. The Term Loan could be increased by an additional $750.0 million through an accordion feature. Pursuant to the terms of the Term Loan, the Company was subject to covenants that were substantially the same as those in the Credit Facility. During July 2020, the Term Loan was fully repaid and the facility was terminated.

Credit Facility

In February 2020, the Company obtained a $2.0 billion unsecured revolving credit facility (the “Credit Facility”) with a group of banks, which replaced the Company’s existing $2.25 billion unsecured revolving credit facility. The Credit Facility is scheduled to expire in March 2024, with two additional six-month options to extend the maturity date, at the Company’s discretion, to March 2025. The Credit Facility is a green credit facility tied to sustainability metric targets, as described in the agreement. The Company achieved such targets, which effectively reduced the rate on the Credit Facility by one basis point. The Credit Facility, which accrues interest at a rate of LIBOR plus 76.5 basis points (0.87% as of December 31, 2021), can be increased to $2.75 billion through an accordion feature. Pursuant to the terms of the Credit Facility, the Company, among other things, is subject to covenants requiring the maintenance of (i) maximum indebtedness ratios and (ii) minimum interest and fixed charge coverage ratios. As of December 31, 2021, the Credit Facility had no outstanding balance, $1.9 million appropriated for letters of credit and the Company was in compliance with its covenants.