Borrowing Arrangements

12 Months Ended

Dec. 31, 2023

Mortgage Notes Payable

Our mortgage notes payable is classified as Level 2 in the fair value hierarchy as of December 31, 2023 and 2022. The following table presents the fair value of our mortgage notes payable:


	As of December 31, 2023				As of December 31, 2022
(amounts in thousands)	Fair Value		Carrying Value		Fair Value		Carrying Value
Mortgage notes payable, excluding deferred financing costs	$	2,425,384	$	3,017,149	$	2,043,412	$	2,718,114

As of December 31, 2023 and 2022, we had outstanding mortgage indebtedness on Properties of approximately $2,990.0 million and $2,693.2 million, respectively, 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, 2023 and December 31, 2022, was approximately 3.8% and 3.7% per annum, respectively. The debt bears interest at stated rates ranging from 2.4% to 5.1% per annum and matures on various dates ranging from 2025 to 2041. The debt encumbered a total of 120 and 114 of our Properties as of December 31, 2023 and December 31, 2022, respectively, and the gross carrying value of such Properties was approximately $3,194.1 million and $2,868.3 million, as of December 31, 2023 and December 31, 2022, respectively.

2023 Activity

During the year ended December 31, 2023 we closed on an incremental borrowing from an existing mortgage generating gross proceeds of $89.0 million. The mortgage has a fixed interest rate of 5.04% per annum and matures in ten years. We closed on three mortgages generating gross proceeds of $375.0 million. The mortgages are secured by 20 MH or RV properties, have a weighted average fixed interest rate of 5.05% per annum and a weighted average maturity of approximately eight years.

The proceeds were used to repay the outstanding balance on the unsecured line of credit (“LOC”) and $100.4 million of principal on three mortgages that were due to mature in 2023 and 2024. The repaid mortgages had a weighted average fixed interest rate of 4.94% per annum and were secured by 14 MH and RV properties.

2022 Activity

We repaid $14.2 million of principal on two mortgage loans that were due to mature in 2022, incurring $0.5 million of prepayment penalties. These mortgage loans had a weighted average interest rate of 5.25% per annum and were secured by three RV communities.

We entered into a $200.0 million secured refinancing transaction. The loan is secured by one MH community, has a fixed interest rate of 3.36% per annum and has a maturity date of May 1, 2034. The net proceeds from the transaction were used to repay all debt scheduled to mature in 2022 and to repay amounts outstanding on the LOC.

Unsecured Debt

We previously entered into a Third Amended and Restated Credit Agreement (“Credit Agreement”), pursuant to which we have access to a $500.0 million LOC and a $300.0 million senior unsecured term loan (the “$300 million Term Loan”). We have the option to increase the borrowing capacity by $200.0 million, subject to certain conditions. On March 1, 2023, we amended the Credit Agreement to transition the LIBOR rate borrowings to Secured Overnight Financing Rate (“SOFR”) borrowings. The LOC bears interest at a rate of SOFR plus 1.25% to 1.65%, requires an annual facility fee of 0.20% to 0.35% and matures on April 18, 2025. The $300 million Term Loan has an interest rate of SOFR plus 1.40% to 1.95% per annum and matures on April 17, 2026. For both the LOC and the $300 million Term Loan, the spread over SOFR is variable based on leverage throughout the respective loan terms. As of December 31, 2023, the Company has no remaining LIBOR based borrowings.

During the year ended December 31, 2022, we entered into a $200.0 million senior unsecured term loan agreement. The maturity date is January 21, 2027, with an interest rate of SOFR plus approximately 1.30% to 1.80%, depending on leverage levels.

The LOC had a balance of $31.0 million and $198.0 million outstanding as of December 31, 2023 and December 31, 2022, respectively. As of December 31, 2023, our LOC had a remaining borrowing capacity of $469.0 million.

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, 2023:


(amounts in thousands)	Amount
2024	$	64,445
2025	182,820
2026	366,784
2027	269,481
2028	243,963
Thereafter	2,420,655

Unamortized deferred financing costs	(29,542)
Total	$	3,518,607

As of December 31, 2023, we were in compliance in all material respects with the covenants in our borrowing arrangements.