Debt

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



	Interest Rate at			Carrying Value at
	June 30,	December 31,	Maturity Date at	June 30,			December 31,
	2018	2017	June 30, 2018	2018			2017
Mortgages Payable
Core Fixed Rate	3.88%-6.00%	3.88%-5.89%	February 2024 - April 2035	$	179,078		$	179,870
Core Variable Rate - Swapped^(a)	3.41%-5.67%	3.41%-5.67%	January 2023 - June 2026	33,080			74,152
Total Core Mortgages Payable				212,158			254,022
Fund II Fixed Rate	1.00%-4.75%	1.00%-4.75%	May 2020 - August 2042	205,262			205,262
Fund II Variable Rate - Swapped^(a)	4.27%	4.27%	November 2021	19,445			19,560
Total Fund II Mortgages Payable				224,707			224,822
Fund III Variable Rate	LIBOR+2.65%-LIBOR+4.65%	Prime+0.50%-LIBOR+4.65%	August 2018 - December 2021	72,953			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+1.60%-LIBOR+3.95%	LIBOR+1.70%-LIBOR+3.95%	August 2018 - August 2021	248,156			250,584
Fund IV Variable Rate - Swapped^(a)	3.67%-4.23%	3.67%-4.23%	May 2019 - December 2022	86,188			86,851
Total Fund IV Mortgages Payable				344,847			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%-4.78%	—	February 2021 - June 2021	86,570			—
Total Fund V Mortgage Payable				138,076			28,613
Net unamortized debt issuance costs				(11,979		)	(12,943		)
Unamortized premium				805			856
Total Mortgages Payable				$	981,567		$	909,174
Unsecured Notes Payable
Core Variable Rate Unsecured Term Loans - Swapped^(a)	2.49%-4.05%	2.54%-3.59%	March 2023	$	350,000		$	300,000
Fund II Unsecured Notes Payable	LIBOR+1.65%	LIBOR+1.40%	September 2020	36,000			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	39,300			103,300

Net unamortized debt issuance costs				(438		)	(1,890		)
Total Unsecured Notes Payable				$	465,687		$	473,735
Unsecured Line of Credit
Core Unsecured Line of Credit	—	LIBOR+1.40%	—	$	—		$	18,048
Core Unsecured Line of Credit - Swapped^(a)	4.15%-5.02%	4.20%-5.07%	March 2022	14,000			23,452
Total Unsecured Line of Credit				$	14,000		$	41,500

Total Debt - Fixed Rate ^(b)				$	993,403		$	899,650
Total Debt - Variable Rate ^(c)				479,463			538,736
Total Debt				1,472,866			1,438,386
Net unamortized debt issuance costs				(12,417		)	(14,833		)
Unamortized premium				805			856
Total Indebtedness				$	1,461,254		$	1,424,409

__________


(a)	At June 30, 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 + 1.60% to LIBOR +3.95% for Fund IV variable-rate debt; LIBOR + 1.85% to LIBOR + 2.25% for Fund V and LIBOR + 1.25% for Core variable-rate unsecured term loans.


(b)	Includes $589.3 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”) which bears interest at LIBOR + 1.35%, and a $350.0 million senior unsecured term loan (the “Term Loan”) which bears interest at LIBOR + 1.25%. 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 six months ended June 30, 2018, the Company obtained four new non-recourse Fund mortgages totaling $109.5 million with a weighted-average interest rate of LIBOR + 1.99% collateralized by four properties and maturing in 2021. The Company entered into interest rate swap contracts to effectively fix the variable portion of the interest rates of three of these obligations with a notional value of $86.6 million at an interest rate of 2.75%. During the six months ended June 30, 2018, the Company repaid one Core mortgage in full, which had a balance of $40.4 million and an interest rate of LIBOR + 1.65%, and made scheduled principal payments of $3.5 million. At June 30, 2018 and December 31, 2017, the Company’s mortgages were collateralized by 45 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, which was originated in June 2006 and had an original principal amount of $26.3 million, was in default and subject to litigation at June 30, 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.

Unsecured Notes Payable

Unsecured notes payable for which total availability was $129.8 million and $70.3 million at June 30, 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 June 30, 2018 and December 31, 2017. During the six months ended June 30, 2018, 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%. The Company previously entered into swap agreements fixing the rates of the remaining Core term loans.

•

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 $36.0 million and $31.5 million at June 30, 2018 and December 31, 2017, respectively. Total availability was $4.0 million and $8.5 million at June 30, 2018 and December 31, 2017, respectively.

•

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 June 30, 2018 and December 31, 2017. Total availability was $1.0 million at each of June 30, 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 June 30, 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 $39.3 million and $110.7 million, respectively at June 30, 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, respectively, available under its $150.0 million Core unsecured revolving lines of credit reflecting borrowings of $14.0 million and $41.5 million, respectively, and letters of credit of $12.3 million at each of June 30, 2018 and December 31, 2017. At June 30, 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 June 30, 2018 are as follows (in thousands):



Year Ending December 31,
2018 (Remainder)	$	50,789
2019	207,882
2020	432,972
2021	181,484
2022	62,529
Thereafter	537,210
	1,472,866
Unamortized fair market value of assumed debt	805
Net unamortized debt issuance costs	(12,417		)
Total indebtedness	$	1,461,254

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