Mortgage and Other Notes Payable

At December 31, 2015 and 2014, mortgage and other notes payable, excluding the net valuation premium on the assumption of debt and unamortized loan costs, aggregated $1,369.0 million and $1,127.5 million respectively, and were collateralized by 39 and 40 properties, respectively and the related tenant leases. Interest rates on the Company’s outstanding mortgage indebtedness ranged from 1.0% to 6.65% with maturities that ranged from February 2016 to October 2025. 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, 2015:



(dollars in thousands)			Borrowings				Repayments
Property	Date	Description	Amount		Interest Rate	Maturity Date	Amount		Interest Rate
1035 Third Avenue	January	New Borrowing	$	42,000	LIBOR+2.35%	1/27/2021	$	—
Lincoln Park Centre	January	Repayment	—				28,000		LIBOR+1.45%
163 Highland Avenue	March	Assumption	9,765		4.66%	2/1/2024	—
Broughton Street Portfolio (1)	May	New Borrowing	20,000		LIBOR+3.00%	5/5/2016	—
City Point	June	Assumption	19,000		1.25%	12/23/2016	—
City Point	June	Assumption	62,000		SIFMA+1.60%	12/23/2016	—
City Point	June	Repayment	—				20,650		LIBOR+4.00%
17 E. 71st Street	June	New Borrowing	19,000		LIBOR+1.90%	6/9/2020	—
Crescent Plaza	June	Repayment	—				16,326		4.98%
Pacesetter Park Shopping Center	September	Repayment	—				11,152		5.13%
Elmwood Park Shopping Center	October	Repayment	—			1/1/2016	31,723		5.53%
210 Bowery	October	Refinancing	4,600		LIBOR+2.75%	10/15/2017	4,600		LIBOR+1.95%
2207 Filmore	November	Assumption	1,120		4.50%	10/31/2025	—
Gateway Shopping Center	December	Repayment	—			3/1/2016	19,117		5.44%
Total			$	177,485			$	131,568

Note:

(1) This loan is collateralized by properties in an unconsolidated joint venture. Fund IV has fully indemnified the unaffiliated joint venture partner and as such, this loan is included as consolidated debt.

ACADIA REALTY TRUST AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

8. Mortgage and Other Notes Payable, continued

The Company completed the following transactions related to its other notes payable during the year ended December 31, 2015:

During May 2015, Fund II closed on a $25.0 million unsecured credit facility. At closing, Fund II drew $12.5 million. The facility bears interest at LIBOR plus 275 basis points and bears an unused fee of 275 basis points if the unused amount is greater than $12.5 million. The loan matures October 19, 2016. Along with a guarantee with respect to customary non-recourse carve outs, the Operating Partnership, as the managing member of Fund II, has provided a guarantee of principal, interest and fees upon a default as a result of Fund II’s breach of certain specified financial covenants.

During March 2015, Fund IV closed on a $50.0 million unsecured credit facility. The current balance outstanding at December 31, 2015 is $34.5 million. The facility bears interest at LIBOR plus 275 basis points, bears an unused fee of 100 basis points if the unused amount is less than $20.0 million and an unused fee of 275 basis points if the unused amount is greater than $20.0 million. The loan matures February 9, 2017 with one 6-month extension option. Along with a guarantee with respect to customary non-recourse carve outs, the Operating Partnership, as the managing member of Fund IV, has provided a guarantee of principal, interest and fees upon a default as a result of Fund IV’s breach of certain specified financial covenants.

During July 2015, the Company closed on a $50.0 million unsecured term loan. The note bears interest at LIBOR plus 130 basis points and matures in July 2, 2020.

During December 2015, the Company closed on a $50.0 million unsecured term loan. The note bears interest at LIBOR plus 160 basis points and matures December 18, 2022.

During 2015, the Company redeemed the remaining $0.4 million of its outstanding convertible notes at par value.

The following table sets forth certain information pertaining to our secured and unsecured credit facilities as of December 31, 2015:



(dollars in thousands) Borrower	Total Amount of Credit Facility		Amount borrowed as of December 31, 2014		Net borrowings (repayments) during the year ended December 31, 2015		Amount borrowed as of December 31, 2015		Letters of Credit		Amount available under credit facilities as of December 31, 2015
Unsecured Line (1)	$	150,000	$	—	$	20,800	$	20,800	$	17,500	$	111,700
Term Loan	50,000		50,000		—		50,000		—		—
Term Loan	50,000		—		50,000		50,000		—		—
Term Loan	50,000		—		50,000		50,000		—		—
Fund II Line	25,000		—		12,500		12,500		—		12,500
Fund IV Revolving Loan	50,000		—		34,500		34,500		—		15,500
Fund IV revolving subscription line (2)	150,000		77,100		14,810		91,910		—		58,090
Total	$	525,000	$	127,100	$	182,610	$	309,710	$	17,500	$	197,790

Notes:

(1) This is an unsecured revolving credit facility.

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

ACADIA REALTY TRUST AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

8. Mortgage and Other Notes Payable, continued

The following table summarizes the Company’s mortgage and other indebtedness as of December 31, 2015 and December 31, 2014:

(dollars in thousands)

Description of Debt and Collateral

12/31/2015

12/31/2014

Interest Rate at December 31, 2015

Maturity

Payment
Terms

Variable

Liberty Avenue

—

8,973

LIBOR+2.75%

4/30/2015

Monthly principal and interest

City Point

—

20,650

LIBOR+4.00%

8/12/2015

Interest only monthly

Cortlandt Towne Center (1)

83,070

83,936

LIBOR+1.65%

10/26/2015

Monthly principal and interest

Nostrand Avenue

11,527

12,046

LIBOR+2.65%

2/1/2016

Monthly principal and interest

Heritage Shops

24,500

LIBOR+1.55%

2/28/2016

Interest only monthly

Broughton Street Portfolio

20,000

—

LIBOR+3.00%

5/5/2016

Interest only monthly

640 Broadway

22,109

22,564

LIBOR+2.95%

7/1/2016

Monthly principal and interest

City Point

20,000

LIBOR+1.70%

8/23/2016

Interest only monthly

City Point

62,000

—

SIFMA+1.60%

12/1/2016

Interest only monthly

Lincoln Park Centre

—

28,000

LIBOR+1.45%

12/3/2016

Interest only monthly

654 Broadway

8,835

9,000

LIBOR+1.88%

3/1/2017

Monthly principal and interest

New Hyde Park Shopping Center

11,240

11,720

LIBOR+1.85%

5/1/2017

Monthly principal and interest

938 W. North Avenue

12,500

LIBOR+2.35%

5/1/2017

Interest only monthly

1151 Third Avenue

12,481

LIBOR+1.75%

6/3/2017

Interest only monthly

210 Bowery

4,600

LIBOR+2.12%

10/15/2017

Interest only monthly

161st Street

29,500

LIBOR+2.50%

4/1/2018

Interest only monthly

664 North Michigan Avenue

43,107

44,369

LIBOR+1.65%

6/28/2018

Monthly principal and interest

Paramus Plaza

13,339

12,600

LIBOR+1.70%

2/20/2019

Interest only monthly

Lake Montclair

14,904

15,284

LIBOR+2.15%

5/1/2019

Monthly principal and interest

17 E. 71st Street

19,000

—

LIBOR+1.90%

6/9/2020

Interest only monthly

1035 Third Avenue

42,000

—

LIBOR+2.29%

1/27/2021

Interest only monthly

City Point

19,984

20,000

LIBOR+1.39%

11/1/2021

Interest only monthly

3104 M Street

2,999

103

Prime+0.50%

12/10/2021

Interest only monthly

4401 White Plains Road

6,015

6,141

LIBOR+1.90%

9/1/2022

Monthly principal and interest

28 Jericho Turnpike

15,315

15,747

LIBOR+1.90%

1/23/2023

Monthly principal and interest

60 Orange Street

8,006

8,236

LIBOR+1.75%

4/3/2023

Monthly principal and interest

Sub-total mortgage notes payable

507,031

422,950

Unsecured Debt

Fund IV revolving subscription line

91,910

77,100

LIBOR+1.65%

11/20/2015

Interest only monthly

Fund II Line

12,500

—

LIBOR+2.75%

10/9/2016

Interest only monthly

Fund IV Term Loan

34,500

—

LIBOR+2.75%

2/9/2017

Interest only monthly

Unsecured Line

20,800

—

LIBOR+1.40%

1/31/2018

Interest only monthly

Term Loan

50,000

LIBOR+1.30%

11/25/2019

Interest only monthly

Term Loan

50,000

—

LIBOR+1.40%

7/2/2020

Interest only monthly

Term Loan

50,000

—

LIBOR+1.60%

12/18/2020

Interest only monthly

Sub-total unsecured debt

309,710

127,100

Interest rate swaps (3)

(256,491

)

(223,829

)

Total variable-rate debt, net of swaps

560,250

326,221

ACADIA REALTY TRUST AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

8. Mortgage and Other Notes Payable, continued



(dollars in thousands)
Description of Debt and Collateral	12/31/2015			12/31/2014			Interest Rate at December 31, 2015		Maturity	Payment Terms
Mortgage notes payable – fixed-rate
Crescent Plaza	—			16,455			4.98	%	9/6/2015	Monthly principal and interest
Pacesetter Park Shopping Center	—			11,307			5.13	%	11/6/2015	Monthly principal and interest
Elmwood Park Shopping Center	—			32,201			5.53	%	1/1/2016	Monthly principal and interest
Chicago Street Retail Portfolio (1)	14,955			15,265			5.61	%	2/1/2016	Monthly principal and interest
The Gateway Shopping Center	—			19,440			5.44	%	3/1/2016	Monthly principal and interest
330-340 River Street	10,421			10,668			5.24	%	5/1/2016	Monthly principal and interest
Brandywine (2)	166,200			166,200			6.00	%	7/1/2016	Interest only monthly
Rhode Island Place Shopping Center	15,727			15,975			6.35	%	12/1/2016	Monthly principal and interest
City Point	19,000			—			1.25	%	12/1/2016	Interest only monthly
Convertible Note	—			380			3.75	%	12/15/2016	Interest only monthly
239 Greenwich Avenue	26,000			26,000			5.42	%	2/11/2017	Interest only monthly
639 West Diversey	4,142			4,245			6.65	%	3/1/2017	Monthly principal and interest
Merrillville Plaza	25,150			25,504			5.88	%	8/1/2017	Monthly principal and interest
Bedford Green	29,151			29,586			5.10	%	9/5/2017	Monthly principal and interest
216th Street	25,500			—			5.80	%	10/1/2017	Interest only monthly
City Point	5,262			5,262			1.00	%	8/23/2019	Interest only monthly
City Point	200,000			199,000			4.75	%	5/29/2020	Interest only monthly
163 Highland Avenue	9,595			—			4.66	%	2/1/2024	Monthly principal and interest
2207 Filmore Street	1,120			—			4.50	%	10/31/2025	Interest only monthly
Interest rate swaps (3)	256,491			223,829			2.15	%
Total fixed-rate debt	808,714			801,317
Unamortized loan costs	(11,722		)	(11,879		)
Unamortized premium	1,364			2,943
Total	$	1,358,606		$	1,118,602

Notes:


(1)	Loan was repaid subsequent to December 31, 2015.


(2)	Comprised of four loans, one of which was in default as of December 31, 2015.


(3)	Represents the amount of the Company's variable-rate debt that has been fixed through certain cash flow hedge transactions (Note 11).

ACADIA REALTY TRUST AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

8. Mortgage and Other Notes Payable, continued

The scheduled principal repayments of all indebtedness, as of December 31, 2015 are as follows (excludes $1.4 million net valuation premium on assumption of debt and ($11.7 million) of unamortized loan costs):



(dollars in thousands)
2016	$	578,450
2017	195,541
2018	92,904
2019	83,621
2020	270,105
Thereafter	148,343
	$	1,368,964