Debt

A summary of the Company’s consolidated indebtedness is as follows (dollars in thousands):



	Interest Rate at
	March 31,	December 31,	Maturity Date at	March 31,			December 31,
	2018	2017	March 31, 2018	2018			2017
Mortgages Payable
Core Fixed Rate	3.88%-6.00%	3.88%-5.89%	February 2024 - April 2035	$	179,475		$	179,870
Core Variable Rate - Swapped^(a)	3.41%-3.77%	1.71%-3.77%	January 2023 - June 2026	33,323			74,152
Total Core Mortgages Payable				212,798			254,022
Fund II Fixed Rate	1.00%-4.75%	1.00%-4.75%	August 2019 - August 2042	205,262			205,262
Fund II Variable Rate - Swapped^(a)	2.88%	2.88%	November 2021	19,503			19,560
Total Fund II Mortgages Payable				224,765			224,822
Fund III Variable Rate	Prime+0.50%-LIBOR+4.65%	Prime+0.50%-LIBOR+4.65%	May 2018 - December 2021	70,344			65,866
Fund IV Fixed Rate	3.40%-4.50%	3.40%-4.50%	October 2025-June 2026	10,503			10,503
Fund IV Variable Rate	LIBOR+1.70%-LIBOR+3.95%	LIBOR+1.70%-LIBOR+3.95%	April 2018 - August 2021	249,954			250,584
Fund IV Variable Rate - Swapped^(a)	3.67%-4.23%	1.78%-2.11%	May 2019 - December 2022	86,517			86,851
Total Fund IV Mortgages Payable				346,974			347,938
Fund V Variable Rate	LIBOR+2.15%-LIBOR+2.25%	LIBOR+2.25%	October 2020 - January 2021	51,506			28,613
Fund V Variable Rate - Swapped ^(a)	4.61%	—	February 2021	16,900			—
Total Fund V Mortgage Payable				68,406			28,613
Net unamortized debt issuance costs				(12,590		)	(12,943		)
Unamortized premium				830			856
Total Mortgages Payable				$	911,527		$	909,174
Unsecured Notes Payable
Core Variable Rate Unsecured Term Loans - Swapped^(a)	2.49%-4.05%	1.24%-3.77%	March 2023	$	350,000		$	300,000
Fund II Unsecured Notes Payable	LIBOR+1.65%	LIBOR+1.40%	September 2020	31,500			31,500
Fund IV Term Loan/Subscription Facility	LIBOR+1.65%-LIBOR+2.75%	LIBOR+1.65%-LIBOR+2.75%	December 2018- October 2019	40,825			40,825
Fund V Subscription Facility	LIBOR+1.60%	LIBOR+1.60%	May 2020	108,100			103,300

Net unamortized debt issuance costs				(669		)	(1,890		)
Total Unsecured Notes Payable				$	529,756		$	473,735
Unsecured Line of Credit
Core Unsecured Line of Credit	—	LIBOR+1.40%	—	$	—		$	18,048
Core Unsecured Line of Credit - Swapped^(a)	2.59%-4.15%	1.24%-3.77%	March 2022	14,000			23,452
Total Unsecured Line of Credit				$	14,000		$	41,500

Total Debt - Fixed Rate ^(b)				$	915,483		$	899,650
Total Debt - Variable Rate ^(c)				552,229			538,736
Total Debt				1,467,712			1,438,386
Net unamortized debt issuance costs				(13,259		)	(14,833		)
Unamortized premium				830			856
Total Indebtedness				$	1,455,283		$	1,424,409

__________


(a)	At March 31, 2018, the stated rates ranged from LIBOR + 1.70% to LIBOR +1.90% for Core variable-rate debt; LIBOR + 1.39% for Fund II variable-rate debt; PRIME + 0.50% to LIBOR +4.65% for Fund III variable-rate debt; LIBOR + 1.85% to LIBOR +2.25% for Fund IV variable-rate debt, LIBOR + 2.20% for Fund V and LIBOR + 1.25% for Core variable-rate unsecured term loans.


(b)	Includes $520.2 million and $504.0 million, respectively, of variable-rate debt that has been fixed with interest rate swap agreements as of the periods presented.


(c)	Includes $143.8 million and $141.1 million, respectively, of variable-rate debt that is subject to interest cap agreements.

Credit Facility

On February 20, 2018, the Company entered into a $500.0 million senior unsecured credit facility (the “Credit Facility”), comprised of a $150.0 million senior unsecured revolving credit facility (the “Revolver”), and a $350.0 million senior unsecured term loan (the “Term Loan”). The Credit Facility refinanced the Company’s existing $300.0 million credit facility (comprised of the $150.0 million Core unsecured revolving line of credit and the $150.0 million term loan), $150.0 million in Core unsecured term loans and repaid a $40.4 million mortgage secured by its 664 North Michigan Property. The Revolver and Term Loans mature on March 31, 2022 and March 31, 2023, respectively.

Mortgages Payable

During the three months ended March 31, 2018, the Company obtained two new non-recourse Fund mortgages totaling $39.8 million with a weighted-average interest rate of LIBOR + 2.17% collateralized by two properties and maturing in 2021. The Company entered into interest rate swap contracts to effectively fix the variable portion of the interest rates of one of these obligations with a notional value of $16.9 million at an interest rate of 2.41%. During the three months ended March 31, 2018, the Company repaid one Core mortgage in full, which had a total balance of $40.4 million and a weighted-average interest rate of LIBOR + 1.65%, and made scheduled principal payments of $1.9 million. At March 31, 2018 and December 31, 2017, the Company’s mortgages were collateralized by 43 and 42 properties, respectively, and the related tenant leases. 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. A portion of the Company’s variable-rate mortgage debt has been effectively fixed through certain cash flow hedge transactions (Note 8).

The mortgage loan related to Brandywine Holdings in the Company’s Core Portfolio amounted to $26.3 million and was in default at March 31, 2018 and December 31, 2017. This loan bears interest at 6.00%, excluding default interest of 5%, and is collateralized by a property, in which the Company holds a 22% controlling interest. In April 2017, the lender on this mortgage initiated a lawsuit against the Company for the full balance of the principal, accrued interest as well as penalties and fees aggregating approximately $32.9 million. The Company’s management believes that the mortgage is not recourse to the Company and that the suit is without merit.

Unsecured Notes Payable

Unsecured notes payable for which total availability was $65.5 million and $70.3 million at March 31, 2018 and December 31, 2017, respectively, are comprised of the following:

•

As discussed above, the Core unsecured term loans totaling $300.0 million were refinanced in February 2018, into one $350.0 million term loan with an interest rate of LIBOR+1.25% and maturing in March 2023. The outstanding balance of the Core term loans was $350.0 million and $300.0 million, respectively, at March 31, 2018 and December 31, 2017. The Company entered into an interest rate swap contract to effectively fix the variable portion of the interest rate with a notional value of $50.0 million at an interest rate of 2.80%.


•	Fund II has a $40.0 million term loan secured by the real estate assets of City Point Phase II and guaranteed by the Company and the Operating Partnership. The outstanding balance of the Fund II term loan was $31.5 million at each of March 31, 2018 and December 31, 2017. Total availability was $8.5 million, at each of March 31, 2018 and December 31, 2017.

•

At Fund IV there are a $41.8 million bridge facility and a $21.5 million subscription line. The outstanding balance of the Fund IV bridge facility was $40.8 million at each of March 31, 2018 and December 31, 2017. Total availability was $1.0 million at each of March 31, 2018 and December 31, 2017. The outstanding balance of the Fund IV subscription line was $0.0 million and total available credit was $14.1 million at each of March 31, 2018 and December 31, 2017, reflecting letters of credit of $7.4 million.

•

Fund V has a $150.0 million subscription line collateralized by Fund V’s unfunded capital commitments and guaranteed by the Operating Partnership. The outstanding balance and total available credit of the Fund V subscription line was $108.1 million and $41.9 million, respectively at March 31, 2018. The outstanding balance and total available credit of the Fund V subscription line was $103.3 million and $46.7 million, respectively at December 31, 2017.

Unsecured Revolving Line of Credit

As discussed above, the Core unsecured revolving line of credit was refinanced in February 2018. The Company had a total of $123.7 million and $96.2 million available under its $150.0 million Core unsecured revolving lines of credit reflecting borrowings of $14.0 million and $41.5 million and letters of credit of $12.3 million at each of March 31, 2018 and December 31, 2017. At March 31, 2018, the Core unsecured revolving line of credit was swapped to a fixed rate.

Scheduled Debt Principal Payments

The scheduled principal repayments of the Company’s consolidated indebtedness, as of March 31, 2018 are as follows (in thousands):



Year Ending December 31,
2018 (Remainder)	$	52,396
2019	207,952
2020	494,608
2021	113,012
2022	62,529
Thereafter	537,215
	1,467,712
Unamortized fair market value of assumed debt	830
Net unamortized debt issuance costs	(13,259		)
Total indebtedness	$	1,455,283

See Note 4 for information about liabilities of the Company’s unconsolidated affiliates.