Mortgages Payable

At December 31, 2012 and 2011, mortgage notes payable, excluding the net valuation premium on the assumption of debt, aggregated $727.1 million and $647.7 million respectively, and were collateralized by 35 properties and related tenant leases. Interest rates on the Company’s outstanding mortgage indebtedness ranged from 1.00% to 7.25% with maturities that ranged from April 2013 to September 2022. Certain loans are cross-collateralized and contain cross-default provisions. The loan agreements contain customary representations, covenants and events of default. Certain loan agreements require the Company to comply with affirmative and negative covenants, including the maintenance of debt service coverage and leverage ratios.

The following table reflects mortgage loan activity for the year ended December 31, 2012:



(dollars in thousands)
Property	Date	Amount Borrowed or Assumed		Interest Rate	Maturity Date	Amount Repaid
340 River Street	February	$	7,022	6.26%	5/1/2016	$	—
Chicago Street Retail Portfolio	March	14,490		5.62%	2/1/2016	—
Chicago Street Retail Portfolio	March	1,538		5.55%	2/1/2016	—
Lincoln Park Centre	April	19,763		5.85%	12/31/2013	—
West Diversey	April	15,500		LIBOR + 1.90%	4/27/2019	—
Cortlandt Towne Center (1)	April	24,005		LIBOR + 1.90%	10/26/2015	—
Canarsie Plaza (2)	April	13,124		LIBOR + 2.25%	5/1/2015	68,644
330 River Street	May	4,250		3.68%	5/1/2016	—
Tarrytown Shopping Center	June	—				8,260
Rhode Island Place Shopping Center	June	16,510		6.35%	12/1/2016	—
640 Broadway	June	22,750		LIBOR + 2.95%	7/1/2015	—
Atlantic Avenue	July	10,600		LIBOR + 3.35%	7/1/2015	22,100
125 Main Street	August	—				12,500
CityPoint (3)	August	5,262		1.00%	8/23/2019	—
Heritage Shops	August	21,000		LIBOR + 2.25%	8/10/2015	—
CityPoint (4)	August	50,000		LIBOR + 3.30%	8/23/2015	—
Fordham Place	September	83,261		LIBOR + 3.00%	9/25/2015	83,261
4401 White Plains Rd	September	6,400		LIBOR + 1.90%	9/1/2022	—
A&P Shopping Plaza	September	8,000		4.20%	9/6/2022	7,763
New Hyde Park Shopping Center	October	6,500		LIBOR + 2.25%	11/10/2015	—
Six self-storage properties	October	120,000		LIBOR + 2.15%	10/24/2013	161,895
639 West Diversey	December	4,400		6.65%	3/1/2017	—
Total		$	454,375			$	364,423

Notes:

(1) - Loan was amended from $50.0 million to $74.0 million.

(2) - Loan was amended from $56.5 million to $69.6 million.

(3) - The Company entered into a $20.0 million loan under the New Markets Tax Credit program to finance the construction of this property. Of the total principal, $14.8 million is due to an affiliate included in the consolidated group which has been netted on the accompanying balance sheet and the resulting $5.2 million is included in Mortgages Payable in the accompanying consolidated balance sheet at December 31, 2012.

(4) - As of December 31, 2012 no funds have been drawn down on this construction loan.

ACADIA REALTY TRUST AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

8. Mortgages Payable, continued

The following table sets forth certain information pertaining to our secured credit facilities as of December 31, 2012:



(dollars in thousands) Borrower	Total amount of credit facility		Amount borrowed as of December 31, 2011		Net borrowings (repayments) during the year ended December 31, 2012			Amount borrowed as of December 31, 2012		Letters of credit outstanding as of December 31, 2012		Amount available under credit facilities as of December 31, 2012
Acadia Realty, LP (1)	$	64,498	$	1,000	$	(1,000	)	$	—	$	—	$	64,498
Fund II	—		40,000		(40,000		)	—		—		—
Fund III	—		136,079		(136,079		)	—		—		—
Fund IV	150,000		—		93,050			93,050		—		56,950
Total	$	214,498	$	177,079	$	(84,029	)	$	93,050	$	—	$	121,448

Note:

(1) - Subsequent to December 31, 2012, the Company closed on a new $150.0 million unsecured credit facility, which replaced this maturing secured credit facility.

ACADIA REALTY TRUST AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

8. Mortgages Payable, continued

The following table summarizes the Company’s mortgage and other secured indebtedness as of December 31, 2012 and December 31, 2011:

(dollars in thousands)

Description of Debt and Collateral

12/31/2012

12/31/2011

Interest Rate at December 31, 2012

Maturity

Payment
Terms

Mortgage notes payable – variable-rate

161st Street

28,900

5.71%
(LIBOR+5.50%)

4/1/2013

Interest only monthly.

CityPoint

20,650

2.71%
(LIBOR+2.50%)

8/12/2013

Interest only monthly.

Pelham Manor

33,833

34,000

2.96%
(LIBOR+2.75%)

12/1/2013

Monthly principal and interest.

Branch Shopping Plaza

12,526

12,761

2.46%
(LIBOR+2.25%)

9/30/2014

Monthly principal and interest.

640 Broadway

22,750

—

3.16%
(LIBOR+2.95%)

7/1/2015

Interest only monthly.

Heritage Shops

21,000

—

2.46%
(LIBOR+2.25%)

8/10/2015

Interest only monthly.

Fordham Place

82,205

84,277

3.21%
(LIBOR+3.00%)

9/25/2015

Monthly principal and interest.

Cortlandt Towne Center

73,499

50,000

2.11%
(LIBOR+1.90%)

10/26/2015

Monthly principal and interest.

New Hyde Park Shopping Center

6,484

—

2.46%
(LIBOR+2.25%)

11/10/2015

Monthly principal and interest.

Village Commons Shopping Center

9,192

9,310

1.61%
(LIBOR+1.40%)

6/30/2018

Monthly principal and interest.

West Diversey

15,273

—

2.11%
(LIBOR+1.90%)

4/27/2019

Monthly principal and interest.

4401 N White Plains Rd

6,381

—

2.11%
(LIBOR+1.90%)

9/1/2022

Monthly principal and interest.

Sub-total mortgage notes payable

332,693

239,898

Secured credit facilities – variable-rate:

Fund III revolving subscription line of credit

—

136,079

2.46%
(LIBOR+2.25%)

10/10/2012

Interest only monthly.

Six Core Portfolio properties

—

1,000

1.46%
(LIBOR+1.25%)

12/1/2012

Annual principal and monthly interest.

Fund II term loan

—

40,000

3.11%
(LIBOR+2.90%)

12/22/2014

Interest only monthly.

Fund IV revolving subscription line of credit (2)

93,050

—

1.86%
(LIBOR+1.65%)

11/20/2015

Interest only monthly.

Sub-total secured credit facilities

93,050

177,079

Interest rate swaps (1)

(132,857

)

(57,027

)

Total variable-rate debt

292,886

359,950

ACADIA REALTY TRUST AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

8. Mortgages Payable, continued



(dollars in thousands)
Description of Debt and Collateral	12/31/2012			12/31/2011		Interest Rate at December 31, 2012	Maturity	Payment Terms

Mortgage notes payable – fixed-rate
Lincoln Park Centre	$	19,478		$	—	5.85%	12/1/2013	Monthly principal and interest.
Clark Diversey	4,345			4,491		6.35%	7/1/2014	Monthly principal and interest.
New Loudon Center	13,634			13,882		5.64%	9/6/2014	Monthly principal and interest.
CityPoint	20,000			20,000		7.25%	11/1/2014	Interest only quarterly.
Crescent Plaza	17,025			17,287		4.98%	9/6/2015	Monthly principal and interest.
Pacesetter Park Shopping Center	11,742			11,941		5.12%	11/6/2015	Monthly principal and interest.
Elmwood Park Shopping Center	33,258			33,738		5.53%	1/1/2016	Monthly principal and interest.
Chicago Street Retail Portfolio	15,835			—		5.55%	2/1/2016	Monthly principal and interest.
The Gateway Shopping Center	20,036			20,308		5.44%	3/1/2016	Monthly principal and interest.
Acadia Cambridge	6,931			—		6.26%	5/1/2016	Monthly principal and interest.
Acadia 330 River Street	4,197			—		3.68%	5/1/2016	Monthly principal and interest.
Walnut Hill Plaza	23,194			23,458		6.06%	10/1/2016	Monthly principal and interest.
Rhode Island Place Shopping Center	16,426			—		6.35%	12/1/2016	Monthly principal and interest.
239 Greenwich Avenue	26,000			26,000		5.42%	2/11/2017	Interest only monthly.
639 West Diversey	4,431			—		6.65%	3/1/2017	Monthly principal and interest.
Merrillville Plaza	26,151			26,250		5.88%	8/1/2017	Monthly principal and interest.
216th Street	25,500			25,500		5.80%	10/1/2017	Interest only monthly.
CityPoint	5,262			—		1.00%	8/23/2019	Interest only monthly.
A&P Shopping Plaza	7,967			7,874		4.20%	9/6/2022	Monthly principal and interest.
Interest rate swaps (1)	132,857			57,027		5.41%
Total fixed-rate debt	434,269			287,756
Unamortized (discount) premium	(107		)	33
Total	$	727,048		$	647,739

Notes:


(1)	Represents the amount of the Company’s variable-rate debt that has been fixed through certain cash flow hedge transactions (Note 10).


(2)	The Fund IV revolving subscription line of credit is secured by unfunded investor capital commitments.

The scheduled principal repayments of all indebtedness, including Convertible Notes (Note 9), as of December 31, 2012 are as follows (does not include $107,000 net valuation discount on assumption of debt):




(dollars in thousands)
2013	$	108,974
2014	56,191
2015	325,388
2016	116,402
2017	81,192
Thereafter	39,938
	$	728,085