Note 11 - Notes Payable

3 Months Ended

Mar. 31, 2024

Notes to Financial Statements

Debt Disclosure [Text Block]

11. Notes Payable

Notes Payable

The Company has a $2.0 billion unsecured revolving credit facility (the “Credit Facility”) with a group of banks. 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 can 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 March 31, 2024 was 6.19% after a two-basis point reduction was achieved. Pursuant to the terms of the Credit Facility, the Company is subject to certain covenants. As of March 31, 2024, the Credit Facility had an outstanding balance of $125.0 million, no appropriations for letters of credit, and the Company was in compliance with its covenants.

In connection with the RPT Merger, the Company assumed the following notes payable (dollars in millions):

Type	Amount Assumed		Interest Rate				Maturity Date
Unsecured notes (1)	$	511.5		3.64%	-	4.74%	Jun-25-Nov-31
Unsecured term loan (2)	$	50.0		4.15%			Nov-26
Unsecured term loan (2)	$	100.0		4.11%			Feb-27
Unsecured term loan (2)	$	50.0		3.43%			Aug-27
Unsecured term loan (2)	$	110.0		3.71%			Feb-28

(1)

The Company fully repaid these unsecured notes in January 2024 and incurred a make-whole charge of $0.3 million resulting from this early repayment of these notes, which are included in Merger charges on the Company's Condensed Consolidated Statements of Operations.

(2)

The Company entered into a Seventh Amended and Restated Credit Agreement, through which the assumed term loans were terminated (fully repaid) and new term loans were issued to replace the assumed loans.  The new term loans retained the amounts and maturities of the assumed term loans, however the rates (Adjusted Term SOFR plus 0.905% and tied to sustainability metric targets, as described in the agreement) and covenants were revised to match those within the Company's Credit Facility. In January 2024, the Company entered into swap rate agreements with various lenders swapping the interest rates to fixed rates ranging from 4.674% to 4.875%. See Footnote 12 of the Notes to Condensed Consolidated Financial Statements for interest rate swap disclosure.

On January 2, 2024, the Company entered into a new $200.0 million unsecured term loan credit facility pursuant to a credit agreement, which matures in January 2026, with three one-year extension options. This unsecured term loan accrues interest at a spread (currently 0.850%) to the Adjusted Term SOFR Rate (as defined in the credit agreement) or, at the Company’s option, a spread (currently 0.000%) to a base rate defined in the credit agreement, that in each case fluctuates in accordance with changes in the Company’s senior debt ratings.  In January 2024, the Company entered into a swap rate agreement swapping the interest rate to a fixed rate of 4.572%. See Footnote 12 of the Notes to Condensed Consolidated Financial Statements for interest rate swap disclosure.

During the three months ended March 31, 2024, the Company fully repaid the following notes payables (dollars in millions):

Type	Date Paid	Amount Repaid		Interest Rate		Maturity Date
Unsecured note	Jan-24	$	246.2		4.45%	Jan-24
Unsecured note	Mar-24	$	400.0		2.70%	Mar-24