Debt

12 Months Ended

Dec. 31, 2021

Debt Disclosure [Abstract]

Debt

. Debt

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

	Interest Rate at			Carrying Value at
	December 31,	December 31,	Maturity Date at	December 31,			December 31,
	2021	2020	December 31, 2021	2021			2020
Mortgages Payable							(As Restated)
Core Fixed Rate	3.88%-5.89%	3.88%-5.89%	Feb 2024 - Apr 2035	$	145,464		$	147,810
Core Variable Rate - Swapped (a)	3.41%-4.54%	3.41%-4.54%	Jan 2023 - Nov 2028		72,957			80,500
Total Core Mortgages Payable					218,421			228,310
Fund II Variable Rate	LIBOR+2.75% - PRIME+2.00%	LIBOR+3.00% - PRIME+2.00%	Mar 2022 - August 2022		255,978			228,282
Fund II Variable Rate - Swapped		2.88%			—			18,803
Total Fund II Mortgages Payable					255,978			247,085
Fund III Variable Rate	LIBOR+2.75%	LIBOR+2.75%	Jun 2022		34,728			35,948
Fund IV Fixed Rate	4.50%	3.40%-4.50%	Oct 2025		1,120			6,726
Fund IV Variable Rate	LIBOR+1.60%-LIBOR+3.65%	LIBOR+1.60%-LIBOR+3.40%	Feb 2022 - Jun 2026		221,832			252,324
Fund IV Variable Rate - Swapped (a)	3.48%-4.61%	3.48%-4.61%	Apr 2022 - Dec 2022		23,316			47,690
Total Fund IV Mortgages and Other Notes Payable					246,268			306,740
Fund V Fixed Rate	3.35%		May 2023		31,801			—
Fund V Variable Rate	LIBOR + 1.85% - SOFR + 2.76%	LIBOR+1.50%-LIBOR+2.20%	Jun 2022 - Nov 2026		58,878			1,354
Fund V Variable Rate - Swapped (a)	2.43%-4.78%	2.95%-4.78%	Feb 2022 - Dec 2024		297,731			334,323
Total Fund V Mortgages Payable					388,410			335,677
Net unamortized debt issuance costs					(3,958	)		(5,722	)
Unamortized premium					446			548
Total Mortgages Payable				$	1,140,293		$	1,148,586
Unsecured Notes Payable
Core Variable Rate Credit Facility		LIBOR+2.55%		$	—		$	30,000
Core Variable Rate Unsecured    Term Loans - Swapped (a)	3.65%-5.32%	2.49%-5.02%	Jun 2026		400,000			350,000
Total Core Unsecured Notes    Payable					400,000			380,000
Fund II Unsecured Notes Payable	LIBOR+2.25%	LIBOR+1.65%	Sep 2022		40,000			40,000
Fund IV Subscription Facility	SOFR+2.01%	LIBOR+1.90%	Dec 2022		5,000			864
Fund V Subscription Facility	LIBOR+1.90%	LIBOR+1.60%	May 2022		118,028			250
Net unamortized debt issuance costs					(3,988	)		(256	)
Total Unsecured Notes Payable				$	559,040		$	420,858
Unsecured Line of Credit
Core Unsecured Line of Credit - Variable Rate	LIBOR + 1.40%		Jun 2025	$	46,491		$	—
Core Unsecured Line of Credit -Swapped (a)	3.65%-5.32%	2.49%-5.02%	Jun 2025		66,414			138,400
Total Unsecured Line of Credit				$	112,905		$	138,400
Total Debt - Fixed Rate (b, c)				$	1,038,803		$	1,124,255
Total Debt - Variable Rate (d)					780,935			589,019
Total Debt					1,819,738			1,713,274
Net unamortized debt issuance costs					(7,946	)		(5,978	)

Unamortized premium		446		548
Total Indebtedness	$	1,812,238	$	1,707,844

a)At December 31, 2021, the stated rates ranged from LIBOR + 1.50% to LIBOR +1.90% for Core variable-rate debt; LIBOR + 2.75% for Fund III variable-rate debt; LIBOR +2.00% for Fund IV variable-rate debt; LIBOR + 1.50% to LIBOR + 2.20% for Fund V variable-rate debt; LIBOR + 1.55% for Core variable-rate unsecured term loans; and LIBOR + 1.40%for Core variable-rate unsecured lines of credit.

b)Includes $860.4 million and $969.7 million, respectively, of variable-rate debt that has been fixed with interest rate swap agreements as of the periods presented.

c)Fixed-rate debt at December 31, 2021 and 2020 includes $0.0 million and $3.2 million, respectively of Core swaps that may be used to hedge debt instruments of the Funds.

d)Includes $110.5 million and $103.2 million, respectively, of variable-rate debt that is subject to interest cap agreements.

Credit Facility

Since February 2018 and as subsequently amended, the Company has had a senior unsecured credit facility (the “Credit Facility”) comprised of a $250.0 million senior unsecured revolving credit facility (the “Revolver”) which bore interest at LIBOR + 1.40%, and a $350.0 million senior unsecured term loan (the “Term Loan”) which bore interest at LIBOR + 1.30%. The Revolver was scheduled to mature on March 31, 2022, subject to two six-month extension options, and the $350.0 million Term Loan was scheduled to expire on March 31, 2023.

During June 2021, the Company modified the Credit Facility, providing for a $50.0 million increase in the Revolver and a $50.0 million increase in the Term Loan. This amendment resulted in borrowing capacity of up to $700.0 million in principal amount, which includes a $300.0 million Revolver maturing on June 29, 2025, subject to two six-month extension options, and a $400.0 million Term Loan expiring on June 29, 2026. In addition, the amendment provides for revisions to the accordion feature, which allows for one or more increases in the revolving credit facility or term loan facility, for a maximum aggregate principal amount not to exceed $900.0 million. The $300.0 million Revolver bears interest at LIBOR + 1.40% and the $400.0 million Term Loan bears interest at LIBOR + 1.55% at December 31, 2021, all of which were swapped to fixed rates. In connection with the amendment to the Credit Facility, during the second quarter of 2021, the Company (i) capitalized $2.7 million of debt issuance costs associated with the amended Revolver, which are included in deferred financing costs within other assets (Note 6); (ii) capitalized $3.1 million associated with the amended Term Loan, which are included in net unamortized debt issuance costs in the table above; and (iii) expensed $0.1 million of third-party costs associated with the Term Loan.

Mortgages and Other Notes Payable

During the year ended December 31, 2021, the Company:

•assumed a $31.8 million mortgage upon the acquisition of Canton Marketplace (Note 3) with an interest rate of 3.35% and a maturity date of May 1, 2023; Entered into a $29.2 million mortgage collateralized by Monroe Marketplace (Note 3) with an interest rate of SOFR+2.76% and a maturity date of November 12, 2026;

•extended 11 Fund mortgages, two of which were extended during the first quarter totaling $37.7 million (after principal reductions of $1.7 million), five of which were extended during the second quarter totaling $125.7 million (after principal reductions of $6.5 million), two of which were extended during the third quarter totaling $53.1 million (after principal reductions of $10.2 million), and two of which were extended during the fourth quarter totaling $14.8 million (after principal reductions of $3.0 million);

•modified the terms of the Fund IV Bridge facility during the fourth quarter reflecting an extension of maturity to June 30, 2022 which had an outstanding balance of $64.2 million prior to modification. The facility had an outstanding balance of $59.2 million and $79.2 million at December 31, 2021 and 2020, respectively, reflecting repayments during 2021. In addition, during the first quarter of 2021, the interest rate was changed from LIBOR plus 2.00% to LIBOR plus 2.50% with a floor of 0.25%;

•refinanced a Fund II loan for $18.5 million with a new loan of $16.8 million at an interest rate of LIBOR + 2.75% maturing August 11, 2022;

•entered into a swap agreement during the first quarter with a notional value of $16.7 million, for its New Towne Plaza mortgage replacing the existing swap which expired. In addition, the Company terminated two forward-starting interest rate swaps resulting in cash proceeds of approximately $3.4 million during the first quarter (Note 9);

•repaid one Core mortgage of $6.7 million in connection with the sale of 60 Orange Street during the first quarter and four Fund mortgages in the aggregate amount of $23.5 million in connection with the sale of the properties during the second quarter (Note 3); and

•made scheduled principal payments of $8.6 million.

During the year ended December 31, 2020, the Company:

•extended the maturity date of a $200.0 million Fund II loan from May 2020 to May 2022. In addition, the Company extended seven Fund mortgages, two of which were extended for one year during the first quarter with aggregate outstanding balances of $46.0 million at December 31, 2020, two of which were extended for one year during the second quarter with an aggregate outstanding balance of $51.3 million at December 31, 2020, one of which was extended for one year during the third quarter with aggregate outstanding balances of $40.0 million at December 31, 2020, and one of which were extended for a minimum of one year during the fourth quarter with an outstanding balances of $52.0 million at December 31, 2020;

•modified two Fund IV loans aggregating $67.4 million requiring the repayment of $8.0 million;

•entered into two swap agreements in February 2020 each with notional values of $50.0 million, which are not effective until April 2022 and April 2023 and were later terminated in the first quarter of 2021. In July 2020, two previously-executed forward swap agreements took effect with current notional values as of December 31, 2020 of $30.4 million each (Note 9);

•repaid one Core mortgage of $26.3 million in connection with the litigation settlement discussed below and one Fund IV mortgage of $11.6 million in connection with the sale of Colonie Plaza in April 2020 (Note 3); and

•made scheduled principal payments of $6.1 million.

At December 31, 2021 and 2020, the Company’s mortgages were collateralized by 37 and 40 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. The Company is not in default on any of its loan agreements, except as noted below. A portion of the Company’s variable-rate mortgage debt has been effectively fixed through certain cash flow hedge transactions (Note 9).

The mortgage loan collateralized by the property held by Brandywine Holdings in the Core Portfolio, was in default and subject to litigation at December 31, 2019. On October 30, 2020, the Company settled the litigation for approximately $30.0 million resulting in a gain on debt extinguishment of $18.3 million reflected in Realized and unrealized holding gains on investments and other in the consolidated statements of operations, of which the Company’s proportionate share was $4.1 million. Upon settlement of this litigation, the Company obtained its partner’s 78.22% noncontrolling interest for nominal consideration, resulting in a reduction of additional paid-in capital of $15.9 million (Note 11).

During the third quarter of 2019, the Company recognized income of $5.0 million related to Fund II’s New Market Tax Credit transaction (“NMTC”) involving its City Point project. NMTCs were created to encourage economic development in low income communities and provided for a 39% tax credit on certain qualifying invested equity/loans. In 2012, the NMTCs were transferred to a group of investors (“Investors”) in exchange for $5.2 million. The NMTCs were subject to recapture under various circumstances, including redemption of the loan/investment prior to a requisite seven-year hold period, and recognition of income was deferred. Upon the expiration of the seven-year period and there being no further obligations, the Company recognized income of $5.0 million, of which the Company’s proportionate share was $1.4 million, which is included in Realized and unrealized holding gains on investments and other in the consolidated statements of operations.

Unsecured Notes Payable

Unsecured notes payable for which total availability was $16.3 million and $128.7 million at December 31, 2021 and 2020, respectively, are comprised of the following:

•The outstanding balance of the Core term loan was $400.0 million and $350.0 million at December 31, 2021 and 2020, respectively. The Company previously entered into swap agreements fixing the rates of the Core term loan balance.

•On July 1, 2020, the Company obtained a $30.0 million Core term loan, with an accordion option to increase up to $90.0 million. This term loan was scheduled to mature on June 30, 2021 and bore interest at LIBOR plus 2.55% with a LIBOR floor of 0.75%. The term loan was repaid during June 2021. The outstanding balance at December 31, 2021 and December 31, 2020 was $0 and $30.0 million, respectively.

•Fund II has a $40.0 million term loan secured by the real estate assets of City Point Phase II and guaranteed by the Operating Partnership. In September 2021, the Company modified the term loan, extending the maturity to September 2022 and the interest rate was increased from LIBOR plus 1.65% to LIBOR plus 2.25%. The outstanding balance of the Fund II term loan was $40.0 million at each of December 31, 2021 and 2020. There was no availability at each of December 31, 2021 and 2020.

•Fund IV has a $5.0 million subscription line with an outstanding balance and total available credit of $5.0 million and $0, respectively at December 31, 2021. In December 2021, Fund IV modified the line to extend the maturity to December 29, 2022 at new interest rate of SOFR + 2.01%. The outstanding balance and total availability at December 31, 2020 were $0.9 million and $0.5 million, respectively, reflecting letters of credit of $3.6 million.

•Fund V has a $150.0 million subscription line collateralized by Fund V’s unfunded capital commitments, and, to the extent of Acadia’s capital commitments, is guaranteed by the Operating Partnership. In April 2021, the Company modified the subscription line, extending

the maturity to May 2022 and the interest rate was increased from LIBOR plus 1.60% to LIBOR plus 1.90%. The outstanding balance and total available credit of the Fund V subscription line was $118.0 and $16.3 million, respectively at December 31, 2021 reflecting outstanding letters of credit of $15.7 million. The outstanding balance and total available credit were $0.3 million and $128.2 million at December 31, 2020, respectively, reflecting outstanding letters of credit of $21.5 million.

Unsecured Revolving Line of Credit

The Company had a total of $183.1 million and $101.1 million, respectively, available under its $300.0 million Core Revolver, reflecting borrowings of $112.9 and $138.4 million and letters of credit of $4.0 million and $10.5 million at December 31, 2021 and 2020, respectively. At each of December 31, 2021 and 2020, $66.4 million and $138.4 million, respectively, of the Core unsecured revolving line of credit was swapped to a fixed rate.

Scheduled Debt Principal Payments

The scheduled principal repayments, without regard to available extension options (described further below), of the Company’s consolidated indebtedness, as of December 31, 2021 are as follows (in thousands):

Year Ending December 31,
2022	$	757,199
2023		110,541
2024		212,020
2025		178,236
2026		445,967
Thereafter		115,775
		1,819,738
Unamortized premium		446
Net unamortized debt issuance costs		(7,946	)
Total indebtedness	$	1,812,238

The table above does not reflect available extension options (subject to customary conditions) on consolidated debt of $187.2 million contractually due in 2022, $41.5 million contractually due in 2023, $0.0 million contractually due in 2024 and $112.9 million contractually due in 2025; all for which the Company has available options to extend by up to 12 months and for some an additional 12 months thereafter. However, there can be no assurance that the Company will be able to successfully execute any or all of its available extension options.

See Note 5 for information about liabilities of the Company’s unconsolidated affiliates.