Note 12 - Notes Payable

12 Months Ended

Dec. 31, 2023

Notes to Financial Statements

Debt Disclosure [Text Block]

12.  Notes Payable:

As of December 31, 2023 and 2022 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
	2023			2022			2023		2022		December 31, 2023
Senior unsecured notes	$	7,303.0		$	6,803.0			1.90% - 6.88%		1.90% - 6.88%	Jan-2024 – Oct-2049
Credit facility (1)		-			-			n/a		n/a	Mar-2027
Fair value debt adjustments, net		24.9			44.4			n/a		n/a		n/a
Deferred financing costs, net (2)		(65.0	)		(66.4	)		n/a		n/a		n/a
	$	7,262.9		$	6,781.0			3.66%*		3.45%*

* Weighted-average interest rate

(1) Accrues interest at a rate of Adjusted Term Secured Overnight Financing Rate (“Adjusted Term SOFR”), as defined, plus 0.755% as of December 31, 2023 and 2022.

(2) As of December 31, 2023 and 2022, the Company had $6.7 million and $2.5 million, respectively, of deferred financing costs, net related to the Credit Facility that are included in Other assets on the Company’s Consolidated Balance Sheets.

During the years ended December 31, 2023 and 2022, the Company issued the following senior unsecured notes (dollars in millions):

Date Issued	Amount Issued		Interest Rate		Maturity Date
Oct-23	$	500.0		6.400%	Mar-34
Aug-22	$	650.0		4.600%	Feb-33
Feb-22	$	600.0		3.200%	Apr-32

During the year ended December 31, 2022, the Company repaid the following senior unsecured notes (dollars in millions):

Date Paid	Amount Repaid		Interest Rate		Maturity Date
Sep-22 (1)	$	299.7		3.500%	Apr-23
Sep-22 (1) (2)	$	350.0		3.125%	Jun-23
Sep-22 (1) (2)	$	299.4		3.375%	Oct-22
Mar-22 (3)	$	500.0		3.400%	Nov-22

(1) There was no prepayment charge associated with this early repayment.

(2) Includes partial repayments during May and June 2022.

(3) The Company incurred a prepayment charge of $6.5 million and $0.7 million in write-off of deferred financing costs resulting from this early repayment, which are included in Early extinguishment of debt charges on the Company’s Consolidated Statements of Income.

See Footnote 28 of the Notes to Consolidated Financial Statements for additional information regarding subsequent events.

The scheduled maturities of all notes payable, excluding unamortized fair value debt adjustments of $24.9 million and unamortized debt issuance costs of $65.0 million, as of December 31, 2023, were as follows (in millions):

	2024		2025		2026		2027		2028		Thereafter		Total
Principal payments	$	646.2	$	740.5	$	773.0	$	433.7	$	409.6	$	4,300.0	$	7,303.0

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, 2023.

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.

Credit Facility

In February 2023, the Company obtained a new $2.0 billion unsecured revolving credit facility (the “Credit Facility”) with a group of banks, which replaced the Company’s existing $2.0 billion unsecured revolving credit facility which was scheduled to mature in March 2024. The Credit Facility is scheduled to expire in March 2027 with two additional six-month options to extend the maturity date, at the Company’s discretion, to March 2028. The Credit Facility is guaranteed by the Parent Company. The Credit Facility could be increased to $2.75 billion through an accordion feature. The Credit Facility is a green credit facility tied to sustainability metric targets, as described in the agreement. The Credit Facility accrues interest at a rate of Adjusted Term SOFR, as defined in the terms of the Credit Facility, plus 77.5 basis points and fluctuates in accordance with the Company’s credit ratings. The interest rate can be further adjusted upward or downward by a maximum of four basis points based on the sustainability metric targets, as defined in the agreement. The interest rate on the Credit Facility as of December 31, 2023 was 6.21% after a two-basis point reduction was achieved. Pursuant to the terms of the Credit Facility, the Company continues to be subject to the same covenants under the Company’s prior unsecured revolving credit facility. For a full description of the Credit Facility’s covenants refer to the Amended and Restated Credit Agreement dated as of February 23, 2023, filed as Exhibit 10.20 in our Annual Report on Form 10-K for the year ended December 31, 2022. As of December 31, 2023, the Credit Facility had no outstanding balance, no appropriations for letters of credit and the Company was in compliance with its covenants.