Borrowing Arrangements

12 Months Ended

Dec. 31, 2020

Our mortgage notes payable is classified as Level 2 in the fair value hierarchy as of December 31, 2020 and 2019. The following table presents the fair value of our mortgage notes payable:


	As of December 31, 2020				As of December 31, 2019
(amounts in thousands)	Fair Value		Carrying Value		Fair Value		Carrying Value
Mortgage notes payable, excluding deferred financing costs	$	2,537,137	$	2,472,876	$	2,227,185	$	2,072,416

As of December 31, 2020 and 2019, we had outstanding mortgage indebtedness on Properties of approximately $2,444.9 million and $2,049.5 million, respectively, excluding liabilities classified as held for sale and net of deferred financing costs. The weighted average interest rate on our outstanding mortgage indebtedness, including the impact of premium/discount amortization and loan cost amortization on mortgage indebtedness, as of December 31, 2020 and December 31, 2019, was approximately 4.1% and 4.5% per annum, respectively. The debt bears interest at stated rates ranging from 2.5% to 8.9% per annum and matures on various dates ranging from 2022 to 2041. The debt encumbered a total of 116 of our Properties as of December 31, 2020 and December 31, 2019 and the gross carrying value of such Properties was approximately $2,580.9 million and $2,524.7 million, as of December 31, 2020 and December 31, 2019, respectively.

2020 Activity

We entered into two secured credit facilities with Fannie Mae, for total gross proceeds of $662.3 million. The average maturity for these credit facilities is 12 years and has a weighted average interest rate of 2.6%. The facilities were secured by 18 MH and four RV communities.

We also repaid $48.1 million of principal on three mortgage loans that were due to mature in 2020 and $166.8 million of principal on secured loans that were due to mature in 2021. The secured loans had a weighted average interest rate of approximately 5.1% per annum and were secured by 21 MH and three RV communities. As part of the repayment of the loans, we incurred early debt retirement costs of $9.0 million.

2019 Activity

We defeased mortgage debt of $11.2 million in conjunction with the disposition of the five all-age MH communities as disclosed in Note 6. Investment in Real Estate. These loans had a weighted average interest rate of 5.0% per annum. We also assumed mortgage debt of $18.6 million, excluding mortgage note premium of $0.6 million, in connection with the acquisitions that were closed during the year ended December 31, 2019. These loans carry a weighted average interest rate of 5.4% per annum and mature between 2022 and 2024.

We also repaid $66.8 million of principal on four mortgage loans that were due to mature in 2020, incurring $1.4 million of prepayment penalties. These mortgage loans had a weighted average interest rate of 6.9% per annum and were secured by three MH and one RV communities.

2018 Activity

We entered into two secured credit facilities with gross proceeds of $357.8 million, with a weighted average maturity of 14.8 years and a weighted average interest rate of 4.2%. We also closed on one loan secured by two RV communities for gross proceeds of $64.0 million. The loan has a term of 20 years and carries an interest rate of 4.8% per annum. Additionally, in connection with the Serendipity acquisition, we assumed $9.2 million of debt and obtained $8.8 million of additional financing for a total of $18.0 million, secured by the MH community. The debt carries a weighted average interest rate of 4.8% and matures in 2039.

We also repaid $196.8 million of principal on 16 mortgage loans (15 due to mature in 2019 and one maturing in 2018) incurring $1.9 million of prepayment penalties. These mortgage loans had a weighted average interest rate of 6.29% per annum and were secured by 15 MH and one RV communities.

Second Amended and Restated Unsecured Credit Facility

During the year ended December 31, 2017, we entered into a Second Amended and Restated Credit Agreement with Wells Fargo Bank, National Association, as the administrative agent, and other lenders named therein, which amended and restated the terms of the obligations owed by us under the Amended, Restated and Consolidated Credit Agreement dated as of July 17, 2014, pursuant to which we have access to a $400.0 million unsecured Line of Credit (the “LOC”) and entered into the $200.0 million term loan. The LOC maturity date was extended to October 27, 2021, and this term can be extended an additional year in two six-month increments, subject to certain conditions. The LOC bears interest at a rate of LIBOR plus 1.10% to 1.55% and requires an annual facility fee of 0.15% to 0.35%. The spread over LIBOR varies quarterly based on leverage measured throughout the loan term. In 2017, we incurred commitment and arrangement fees of approximately $3.7 million to extend the LOC and enter into the Term Loan.

We repaid our $200.0 million senior unsecured term loan (the “Term Loan”) scheduled to mature in 2023. The term loan had an interest rate of LIBOR plus 1.20% to 1.90% per annum and, subject to certain conditions, could be prepaid at any time without premium or penalty. In connection with the term loan, we entered into a LIBOR swap agreement allowing us to trade the variable rate of LIBOR on the term loan for a fixed rate of 1.85%. Our spread over LIBOR was 1.20% resulting in an all-in interest rate of 3.05% per annum. In connection with the repayment of the unsecured term loan, we terminated the associated swap agreement as disclosed in Note 10. Derivative Instruments and Hedging Activities. As part of the repayment of the term loan, we incurred early debt retirement costs of $0.8 million.

Unsecured Line of Credit

During the year ended December 31, 2020, we paid off and borrowed amounts on our LOC, leaving a balance of $222.0 million outstanding as of December 31, 2020. As of December 31, 2020, our LOC has a remaining borrowing capacity of $178.0 million with the option to increase the borrowing capacity by $200.0 million, subject to certain conditions. The LOC had a $160.0 million outstanding balance as of December 31, 2019.

Future Maturities of Debt

The following table presents the aggregate scheduled payments of principal on long-term borrowings for each of the next five years and thereafter as of December 31, 2020:


(amounts in thousands)	Amount
2021	$	53,611
2022	194,414
2023	141,795
2024	60,856
2025	138,043
Thereafter	1,883,491
Net unamortized premiums	666
Unamortized deferred financing costs	(27,946)
Total	$	2,444,930

As of December 31, 2020, we were in compliance in all material respects with the covenants in our borrowing arrangements.