Debt

9 Months Ended

Sep. 30, 2023

Debt Disclosure [Abstract]

Debt

Debt     Debt consisted of the following as of September 30, 2023 and December 31, 2022 (amounts in thousands):

	Principal Balance				As of September 30, 2023
	September 30, 2023		December 31, 2022		Stated Rate		Effective Rate(1)		Maturity Date(2)
Mortgage debt
Metro Center	$	80,710	$	82,596	3.59	%	3.67	%	11/5/2024
10 Union Square	50,000		50,000		3.70	%	3.97	%	4/1/2026
1542 Third Avenue	30,000		30,000		4.29	%	4.53	%	5/1/2027
First Stamford Place(3)	176,359		178,823		4.28	%	4.73	%	7/1/2027
1010 Third Avenue and 77 West 55th Street	35,179		35,831		4.01	%	4.21	%	1/5/2028
250 West 57th Street	180,000		180,000		2.83	%	3.21	%	12/1/2030
1333 Broadway	160,000		160,000		4.21	%	4.29	%	2/5/2033
345 East 94th Street - Series A	43,600		43,600		70.0% of SOFR plus 0.95%		3.56	%	11/1/2030
345 East 94th Street - Series B	7,378		7,865		SOFR plus 2.24%		3.56	%	11/1/2030
561 10th Avenue - Series A	114,500		114,500		70.0% of SOFR plus 1.07%		3.85	%	11/1/2033
561 10th Avenue - Series B	16,219		17,415		SOFR plus 2.45%		3.85	%	11/1/2033
Total mortgage debt	893,945		900,630
Senior unsecured notes:(4)
Series A	100,000		100,000		3.93	%	3.96	%	3/27/2025
Series B	125,000		125,000		4.09	%	4.12	%	3/27/2027
Series C	125,000		125,000		4.18	%	4.21	%	3/27/2030
Series D	115,000		115,000		4.08	%	4.11	%	1/22/2028
Series E	160,000		160,000		4.26	%	4.27	%	3/22/2030
Series F	175,000		175,000		4.44	%	4.45	%	3/22/2033
Series G	100,000		100,000		3.61	%	4.89	%	3/17/2032
Series H	75,000		75,000		3.73	%	5.00	%	3/17/2035
Unsecured term loan facility (4)	215,000		215,000		SOFR plus 1.20%		4.22	%	3/19/2025
Unsecured revolving credit facility (4)	—		—		SOFR plus 1.30%		—		3/31/2025
Unsecured term loan facility (4)	175,000		175,000		SOFR plus 1.50%		4.51	%	12/31/2026
Total principal	2,258,945		2,265,630
Deferred financing costs, net	(10,052)		(11,748)
Unamortized debt discount	(7,159)		(7,745)
Total	$	2,241,734	$	2,246,137

______________

(1)The effective rate is the yield as of September 30, 2023 and includes the stated interest rate, deferred financing cost amortization and interest associated with variable to fixed interest rate swap agreements.

(2)Pre-payment is generally allowed for each loan upon payment of a customary pre-payment penalty.

(3)Represents a $164 million mortgage loan bearing interest at 4.09% and a $12.4 million loan bearing interest at 6.25%.

(4)At September 30, 2023, we were in compliance with all debt covenants.

Principal Payments

    Aggregate required principal payments at September 30, 2023 are as follows (amounts in thousands):

Year	Amortization		Maturities		Total
2023	$	1,947	$	—	$	1,947
2024	8,861		77,675		86,536
2025	6,893		315,000		321,893
2026	7,330		225,000		232,330
2027	6,461		319,000		325,461
Thereafter	22,079		1,268,699		1,290,778
Total	$	53,571	$	2,205,374	$	2,258,945

Deferred Financing Costs

    Deferred financing costs, net, consisted of the following at September 30, 2023 and December 31, 2022 (amounts in thousands):

	September 30, 2023		December 31, 2022
Financing costs	$	43,473	$	43,473
Less: accumulated amortization	(30,020)		(26,753)
Total deferred financing costs, net	$	13,453	$	16,720

    Amortization expense related to deferred financing costs was $1.1 million and $3.3 million for the three and nine months ended September 30, 2023, respectively, and $1.2 million and $3.8 million for the three and nine months ended September 30, 2022, respectively.

Unsecured Revolving Credit and Term Loan Facilities

    On August 29, 2022, through our Operating Partnership, we entered into a third amendment to our amended and restated credit agreement dated August 29, 2017 with Bank of America, N.A., as administrative agent and the other lenders party thereto, which governs our senior unsecured revolving credit facility and term loan facility (collectively, the “BofA Credit Facility”). The BofA Credit Facility is in the initial maximum principal amount of up to $1.065 billion, which consists of an $850.0 million revolving credit facility that matures on March 31, 2025, and a $215.0 million term loan facility that matures on March 19, 2025. The third amendment revised the terms of the BofA Credit Facility to (i) replace LIBOR with SOFR given the phase-out of LIBOR and (ii) permit the addition of multifamily assets as Unencumbered Eligible Property (as defined therein) and add a capitalization rate for such assets. As of September 30, 2023, we had no borrowings under the revolving credit facility and $215.0 million under the term loan facility.

     On August 29, 2022, through our Operating Partnership, we entered into a second amendment to our credit agreement dated March 19, 2020 with Wells Fargo Bank, National Association, as administrative agent, and the other lenders party thereto, which governs a senior unsecured term loan facility (the “Wells Term Loan Facility”). The Wells Term Loan Facility is in the original principal amount of $175.0 million and matures on December 31, 2026. The second amendment revised the terms of the Wells Term Loan Facility to (i) replace LIBOR with SOFR given the phase-out of LIBOR and (ii) permit the addition of multifamily assets as Unencumbered Eligible Property (as defined therein) and add a capitalization rate for such assets. We may request the Wells Term Loan Facility be increased through one or more increases or the addition of new pari passu term loan tranches, for a maximum aggregate principal amount not to exceed $225 million. As of September 30, 2023, our borrowings amounted to $175.0 million under the Wells Term Loan Facility.

    The terms of both the BofA Credit Facility and the Wells Term Loan Facility include customary covenants, including limitations on liens, investment, distributions, debt, fundamental changes, and transactions with affiliates and require certain customary financial reports. Both facilities also require compliance with financial ratios including a maximum leverage ratio, a maximum secured leverage ratio, a minimum fixed charge coverage ratio, a minimum unencumbered interest coverage ratio, and a maximum unsecured leverage ratio. The agreements governing both facilities also contain customary events of default (subject in certain cases to specified cure periods), including but not limited to non-payment, breach of covenants, representations or warranties, cross defaults, bankruptcy or other insolvency events, judgments, ERISA events, invalidity of loan documents, loss of real estate investment trust qualification, and occurrence of a change of control. As of September 30, 2023, we were in compliance with these covenants.

Senior Unsecured Notes

    The terms of the senior unsecured notes include customary covenants, including limitations on liens, investment, distributions, debt, fundamental changes, and transactions with affiliates and require certain customary financial reports. It also requires compliance with financial ratios including a maximum leverage ratio, a maximum secured leverage ratio, a minimum fixed charge coverage ratio, a minimum unencumbered interest coverage ratio, and a maximum unsecured leverage ratio. The agreements also contain customary events of default (subject in certain cases to specified cure periods), including but not limited to non-payment, breach of covenants, representations or warranties, cross defaults, bankruptcy or other insolvency events, judgments, ERISA events, the occurrence of certain change of control transactions and loss of real estate investment trust qualification. As of September 30, 2023, we were in compliance with these covenants.