Indebtedness
The Company’s indebtedness comprised the following as of December 31, 2025 and 2024 (dollars in thousands):
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| | | Amount Outstanding | | Interest Rate (1) | Effective Rate for Variable-Rate Debt | | Maturity Date (2) | | Balance at Maturity |
| | | December 31, | | December 31, |
| | | 2025 | | 2024 | | 2025 |
| Secured Debt | | | | | | | | | | | |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
| Red Mill South | | — | | 4,502 | | | | 3.57% | | | May 1, 2025 | (3) | — | |
| | | | | | | | | | | | |
Encore Apartments & 4525 Main Street | | 50,840 | | 52,187 | | | | 2.93% | | | February 10, 2026 | (4) | 50,726 |
| The Everly | | 30,000 | | 30,000 | | | SOFR+ | 1.50% | 5.20 | % | | March 19, 2026 | (5) | 30,000 |
| Southern Post | | — | | 60,244 | | | SOFR+ | 2.25% | | | August 25, 2026 | (6) | — |
| Thames Street Wharf | | 65,028 | | 66,461 | | | SOFR+ | 1.30% | 2.34 | % | (7) | September 30, 2026 | | 63,952 |
| Constellation Energy Building | | 175,000 | | 175,000 | | | SOFR+ | 1.50% | 5.31 | % | | November 1, 2026 | | 175,000 |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
| The Allied | Harbor Point | | 90,000 | | — | | | SOFR+ | 2.00% | 4.25 | % | (7) | June 10, 2027 | | 90,000 |
| Liberty | | 19,897 | | 20,242 | | | SOFR+ | 1.50% | 4.93 | % | (7) | September 27, 2027 | | 19,250 |
| Greenbrier Square | | 18,785 | | 19,184 | | | | 3.74% | | | October 10, 2027 | | 18,049 |
| Lexington Square | | 12,973 | | 13,293 | | | | 4.50% | | | September 1, 2028 | | 12,044 |
| Red Mill North | | 3,715 | | 3,842 | | | | 4.73% | | | December 31, 2028 | | 3,295 |
Premier Apartments and Retail | | 29,415 | | 29,415 | | | | 5.53% | | | December 1, 2029 | | 29,415 |
| Greenside Apartments | | 29,512 | | 30,321 | | | | 3.17% | | | December 15, 2029 | | 26,089 |
| Smith's Landing | | 12,548 | | 13,584 | | | | 4.05% | | | June 1, 2035 | | 384 |
| The Edison | | 14,347 | | 14,774 | | | | 5.30% | | | December 1, 2044 | | 100 |
| The Cosmopolitan | | 38,524 | | 39,461 | | | | 3.35% | | | July 1, 2051 | | 187 |
Total - Secured Debt | | $ | 590,584 | | | $ | 572,510 | | | | | | | | | $ | 518,491 | |
| Unsecured Debt | | | | | | | | | | | | |
| TD Unsecured Term Loan | | $ | 95,000 | | | $ | 95,000 | | | SOFR+ | 1.35%-1.90% | 5.35 | % | | May 19, 2026 | | $ | 95,000 | |
| Senior Unsecured Revolving Credit Facility | | 241,000 | | | 145,000 | | | SOFR+ | 1.30%-1.85% | 5.30 | % | | January 22, 2027 | | 241,000 | |
| | | | | | | | | | | | |
| M&T Unsecured Term Loan | | 35,000 | | 35,000 | | | SOFR+ | 1.25%-1.80% | 5.25 | % | | March 8, 2027 | | 35,000 |
M&T Unsecured Term Loan (Fixed) | | 100,000 | | | 100,000 | | | SOFR+ | 1.25%-1.80% | 5.05 | % | (7) | March 8, 2027 | | 100,000 | |
| Senior Unsecured Term Loan | | 271,000 | | 271,000 | | | SOFR+ | 1.25%-1.80% | 5.25 | % | | January 21, 2028 | | 271,000 |
| Senior Unsecured Term Loan (Fixed) | | 79,000 | | 79,000 | | SOFR+ | 1.25%-1.80% | 4.98 | % | (7) | January 21, 2028 | | 79,000 |
Senior Notes, Series A | | 25,000 | | | — | | | | 5.57% | | | July 22, 2028 | | 25,000 |
Senior Notes, Series B | | 45,000 | | | — | | | | 5.78% | | | July 22, 2030 | | 45,000 |
Senior Notes, Series C | | 45,000 | | — | | | | 6.09% | | | July 22, 2032 | | 45,000 |
Total - Unsecured Debt | | 936,000 | | 725,000 | | | | | | | | | 936,000 |
Total Principal Balances | | $ | 1,526,584 | | | $ | 1,297,510 | | | | | | | | $ | 1,454,491 | |
Other notes payable(8) | | 6,107 | | 6,121 | | | | | | | | |
Unamortized GAAP Adjustments | | (6,533) | | (8,072) | | | | | | | | |
| Indebtedness, Net | | $ | 1,526,158 | | | $ | 1,295,559 | | | | | | | | | |
________________________________________
(1) The Secured Overnight Financing Rate ("SOFR") is determined by individual lenders.
(2) Does not reflect the effect of any maturity extension options.
(3) On May 1, 2025, the loan secured by Red Mill South was repaid in full at maturity.
(4) On February 13, 2026, the Company executed a 60-day extension on this loan.
(5) On February 2, 2026, the Company executed a 1-year loan extension to March 17, 2027 and made a partial repayment of $2.0 million.
(6) On July 22, 2025, the loan secured by Southern Post was paid off prior to maturity.
(7) Includes debt subject to interest rate swap locks.
(8) Represents the fair value of additional ground lease payments at 1405 Point over the approximately 37-year remaining lease term.
The Company’s indebtedness was comprised of the following fixed and variable-rate debt as of December 31, 2025 and 2024 (in thousands):
| | | | | | | | | | | |
| | December 31, |
| | 2025 | | 2024 |
| Fixed-rate debt | $ | 679,584 | | | $ | 586,266 | |
| Variable-rate debt | 847,000 | | | 711,244 | |
| Total principal balance | $ | 1,526,584 | | | $ | 1,297,510 | |
Certain loans require the Company to comply with various financial and other covenants, including the maintenance of minimum debt coverage ratios. As of December 31, 2025, the Company was in compliance with all loan covenants.
Scheduled principal repayments and maturities during each of the next five years and thereafter are as follows (in thousands):
| | | | | | | | | | | | | | | | | | | | |
Year(1)(2)(3) | Scheduled Principal Payments | | Maturities | | Amount Due |
| 2026 | | $ | 5,788 | | | $ | 414,678 | | | $ | 420,466 | |
| 2027 | | 4,539 | | | 503,299 | | | 507,838 | |
| 2028 | | 3,986 | | | 390,339 | | | 394,325 | |
| 2029 | | 3,659 | | | 55,504 | | | 59,163 | |
| 2030 | | 2,936 | | | 45,000 | | | 47,936 | |
| Thereafter | | 51,185 | | | 45,671 | | | 96,856 | |
| Total | | $ | 72,093 | | | $ | 1,454,491 | | | $ | 1,526,584 | |
________________________________________
(1) Does not reflect the effect of any maturity extension options.
(2) Includes debt incurred in connection with the development of properties.
(3) Debt principal payments and maturities exclude increased ground lease payments at 1405 Point which are classified as a note payable in our consolidated balance sheets.
Credit Facility
On August 23, 2022, the Company, as parent guarantor, and the Operating Partnership, as borrower, entered into an amended and restated credit agreement (the "Credit Agreement"), which provides for a $550.0 million credit facility comprised of a $250.0 million senior unsecured revolving credit facility (the "revolving credit facility") and a $300.0 million senior unsecured term loan facility (the "term loan facility" and, together with the revolving credit facility, the "credit facility"), with a syndicate of banks.
The credit facility includes an accordion feature that allows the total commitments to be increased to $1.0 billion, subject to certain conditions, including obtaining commitments from any one or more lenders. The revolving credit facility has a scheduled maturity date of January 22, 2027, with two six-month extension options, subject to the Company's satisfaction of certain conditions, including payment of a 0.075% extension fee at each extension. The term loan facility has a scheduled maturity date of January 21, 2028.
On August 29, 2023, the Company increased the capacity of the revolving credit facility by $105.0 million by exercising the accordion feature in part, bringing the revolving credit facility capacity to $355.0 million and the total credit facility capacity to $655.0 million.
On June 14, 2024, the term loan facility commitment increased by $50 million to $350.0 million as a result of an existing lender increasing its outstanding commitment.
The revolving credit facility bears interest at SOFR plus a margin ranging from 1.30% to 1.85% and a credit spread adjustment of 0.10%, and the term loan facility bears interest at SOFR plus a margin ranging from 1.25% to 1.80% and a credit spread adjustment of 0.10%, in each case depending on the Company's total leverage. The Company is also obligated to pay an unused commitment fee of 15 or 25 basis points on the unused portions of the commitments under the revolving credit facility, depending on the amount of borrowings under the revolving credit facility. If the Company or the Operating Partnership attains investment grade credit ratings from both S&P Global Ratings and
Moody's Investors Service, Inc., the Operating Partnership may elect to have borrowings become subject to interest rates based on such credit ratings.
As of December 31, 2025 and December 31, 2024, the outstanding balance on the revolving credit facility was $241.0 million and $145.0 million, respectively. The outstanding balance on the term loan facility was $350.0 million as of each of December 31, 2025 and 2024. As of December 31, 2025, the effective interest rates on the revolving credit facility and the term loan facility, before giving effect to interest rate swaps, were 5.30% and 5.25%, respectively. After giving effect to interest rate swaps, the effective interest rates on each of the revolving credit facility and the term loan facility were 3.99% and 4.18%, respectively, as of December 31, 2025. The Operating Partnership may, at any time, voluntarily prepay any loan under the credit facility in whole or in part without premium or penalty.
The Operating Partnership is the borrower, and its obligations under the credit facility are guaranteed by the Company and certain of its subsidiaries that are not otherwise prohibited from providing such guaranty. The Credit Agreement contains customary representations and warranties and financial and other affirmative and negative covenants. The Company's ability to borrow under the credit facility is subject to ongoing compliance with a number of financial covenants, affirmative covenants, and other restrictions. The Credit Agreement includes customary events of default, in certain cases subject to customary cure periods. The occurrence of an event of default, if not cured within the applicable cure period, would permit the lenders to, among other things, declare the unpaid principal, accrued and unpaid interest, and all other amounts payable under the credit facility to be immediately due and payable.
M&T Term Loan Facility
On December 6, 2022, the Company, as parent guarantor, and the Operating Partnership, as borrower, entered into a term loan agreement (the "M&T term loan agreement") with Manufacturers and Traders Trust Company, as lender and administrative agent, which provides a $100.0 million senior unsecured term loan facility (the "M&T term loan facility"), with the option to increase the total capacity to $200.0 million, subject to the Company's satisfaction of certain conditions. The proceeds from the M&T term loan facility were used to repay the loans secured by the Wills Wharf, 249 Central Park Retail, Fountain Plaza Retail, and South Retail properties. The M&T term loan facility has a scheduled maturity date of March 8, 2027, with a one-year extension option, subject to the Company's satisfaction of certain conditions, including payment of a 0.075% extension fee.
The M&T term loan facility bears interest at a rate elected by the Operating Partnership based on term SOFR, Daily Simple SOFR, or the Base Rate (as defined below), and in each case plus a margin. A term SOFR or Daily Simple SOFR loan is also subject to a credit spread adjustment of 0.10%. The margin under each interest rate election depends on the Company's total leverage. The "Base Rate" is equal to the highest of: (a) the rate of interest in effect for such day as publicly announced from time to time by M&T Bank as its “prime rate” for such day, (b) the Federal Funds Rate for such day, plus 0.50%, (c) one month term SOFR for such day plus 100 basis points and (d) 1.00%. The Operating Partnership has elected for the loan to bear interest at term SOFR plus margin. If the Company or the Operating Partnership attains investment grade credit ratings from both S&P Global Ratings and Moody's Investor Service, Inc., the Operating Partnership may elect to have borrowings become subject to interest rates based on such credit ratings. The Company may, at any time, voluntarily prepay the M&T term loan facility in whole or in part without premium or penalty, provided certain conditions are met.
On June 21, 2024, the M&T term loan facility commitment increased by $35 million to $135.0 million as a result of adding a new lender to the facility.
As of each of December 31, 2025 and 2024, the outstanding balance on the M&T term loan facility was $135.0 million. As of December 31, 2025, the effective interest rate on the M&T term loan facility, before giving effect to interest rate swaps, was 5.25%. After giving effect to interest rate swaps, the effective interest rate on the M&T term loan facility was 4.76% as of December 31, 2025. The Operating Partnership may, at any time, voluntarily prepay the M&T term loan facility in whole or in part without premium or penalty, provided certain conditions are met.
The Operating Partnership is the borrower under the M&T term loan facility, and its obligations under the M&T term loan facility are guaranteed by the Company and certain of its subsidiaries that are not otherwise prohibited from providing such guaranty. The M&T term loan agreement contains customary representations and warranties and financial and other affirmative and negative covenants. The Company's ability to borrow under the M&T term loan facility is subject to ongoing compliance with a number of financial covenants, affirmative covenants, and other restrictions. The term loan agreement includes customary events of default, in certain cases subject to customary cure
periods. The occurrence of an event of default, if not cured within the applicable cure period, would permit the lenders to, among other things, declare the unpaid principal, accrued and unpaid interest, and all other amounts payable under the M&T term loan facility to be immediately due and payable.
TD Term Loan Facility
On May 19, 2023, the Company, as parent guarantor, and the Operating Partnership, as borrower, entered into a term loan agreement (the "TD term loan agreement") with Toronto Dominion (Texas) LLC, as administrative agent, and TD Bank, N.A. as lender, which provides a $75.0 million senior unsecured term loan facility (the "TD term loan facility"), with the option to increase the total capacity to $150.0 million, subject to the Company's satisfaction of certain conditions. The proceeds from the TD term loan facility were used in connection with the acquisition of The Interlock, which is detailed in Note 6. The TD term loan facility had a scheduled maturity date of May 19, 2025, with a one-year extension option, subject to the Company's satisfaction of certain conditions, including payment of a 0.15% extension fee.
The TD term loan facility bears interest at a rate elected by the Operating Partnership based on term SOFR, Daily Simple SOFR, or the Base Rate (as defined below), and in each case plus a margin. A term SOFR or Daily Simple SOFR loan is also subject to a credit spread adjustment of 0.10%. The margin under each interest rate election depends on the Company's total leverage. The "Base Rate" is equal to the highest of: (a) the Federal Funds Rate for such day, plus 0.50% (b) the rate of interest in effect for such day as publicly announced from time to time by the administrative agent as its “prime rate” for such day, (c) one month term SOFR for such day plus 100 basis points and (d) 1.00%. The Operating Partnership has elected for the loan to bear interest at term SOFR plus margin. If the Company or the Operating Partnership attains investment grade credit ratings from both S&P Global Ratings and Moody's Investor Service, Inc., the Operating Partnership may elect to have borrowings become subject to interest rates based on such credit ratings.
On June 29, 2023, the TD term loan facility commitment increased to $95.0 million as a result of the addition of a second lender to the facility.
On June 26, 2025, the Company exercised its one-year extension option. The TD term loan facility now matures on May 19, 2026.
As of each of December 31, 2025 and 2024, the outstanding balance on the TD term loan facility was $95.0 million. As of December 31, 2025, the effective interest rate on the TD term loan facility was 5.35%. The Operating Partnership may, at any time, voluntarily prepay the TD term loan facility in whole or in part without premium or penalty, provided certain conditions are met.
The Operating Partnership is the borrower under the TD term loan facility, and its obligations under the TD term loan facility are guaranteed by the Company and certain of its subsidiaries that are not otherwise prohibited from providing such guaranty. The TD term loan agreement contains customary representations and warranties and financial and other affirmative and negative covenants. The Company's ability to borrow under the TD term loan facility is subject to ongoing compliance with a number of financial covenants, affirmative covenants, and other restrictions. The TD term loan agreement includes customary events of default, in certain cases subject to customary cure periods. The occurrence of an event of default, if not cured within the applicable cure period, would permit the lenders to, among other things, declare the unpaid principal, accrued and unpaid interest, and all other amounts payable under the TD term loan facility to be immediately due and payable.
The Company is currently in compliance with all covenants under the Credit Agreement, the M&T term loan agreement, and TD term loan agreement, all of which are substantially similar.
Private Placement Notes
On July 22, 2025, the Company, as parent guarantor, and the Operating Partnership, as borrower, entered into a note purchase agreement (the “Note Purchase Agreement”) with institutional investors, pursuant to which the Operating Partnership sold, and the institutional investors purchased, $115.0 million aggregate principal amount of unsecured notes, consisting of (a) $25.0 million aggregate principal amount of 5.57% Senior Notes, Series A, due July 22, 2028, (b) $45.0 million aggregate principal amount of 5.78% Senior Notes, Series B, due July 22, 2030, and (c) $45.0 million aggregate principal amount of 6.09% Senior Notes, Series B, due July 22, 2032 (collectively, the “Notes”).
As of December 31, 2025, the outstanding balance of the Notes was $115.0 million.
The Notes bear interest on the outstanding principal balance at the stated rates per annum from the date of issuance, payable semiannually on January 22 and July 22 of each year, commencing January 22, 2026 until such principal becomes due and payable. The Notes are the senior unsecured obligations of the Operating Partnership and rank at least pari passu in right of payment with all other unsecured senior indebtedness of the Operating Partnership. The Operating Partnership’s obligations under the Notes are guaranteed by the Company and certain of its subsidiaries that are not otherwise prohibited from providing such guaranty.
The Operating Partnership may, at any time, voluntarily prepay all of, or from time to time any part of, any series of the Notes in an amount not less than 5% of the aggregate principal amount of such series of the Notes then outstanding in the case of a partial prepayment, at 100% of the principal amount so prepaid, plus the applicable Make‑Whole Amount (as defined in the Note Purchase Agreement), which will be calculated based on the prepayment date with respect to such principal amount, as set forth in the Note Purchase Agreement.
The Note Purchase Agreement contains customary representations, warranties, and other affirmative and negative covenants, which apply to the Company while the Notes are outstanding. In addition, the Note Purchase Agreement contains a number of financial covenants applicable to the Company while the Notes are outstanding, which are substantially similar to those contained in the Credit Agreement, including but not limited to (a) a maximum leverage ratio, (b) a minimum fixed charge coverage ratio, (c) a minimum unencumbered interest coverage ratio, (d) a minimum unencumbered asset value and number of unencumbered properties and (e) limitations on occupancy rate and tenant concentration of unencumbered properties. The Note Purchase Agreement includes customary events of default, including but not limited to non-payment, breach of covenants, representations or warranties, cross defaults, bankruptcy or other insolvency events, judgments, Employee Retirement Income Security Act 1974 (ERISA) events, and if any guarantee ceases to be in full force and effect. In certain cases, the events of default are subject to customary cure periods. The occurrence of an event of default, if not cured within the applicable cure period, would permit holders of more than 50% in aggregate principal amount of the Notes to, among other things, declare the unpaid principal, accrued and unpaid interest, and all other amounts payable under the Notes to be immediately due and payable.
The Company is currently in compliance with all covenants under the Credit Agreement, the M&T term loan agreement, the TD term loan agreement, and the Note Purchase Agreement, all of which are substantially similar.
Other 2025 Financing Activity
On May 1, 2025, the Company repaid the $4.4 million mortgage payable secured by the Red Mill South property.
On June 10, 2025, the Company repaid the $90.0 million construction loan secured by Allied | Harbor Point and closed on a $90.0 million term loan secured by Allied | Harbor Point.
During the year ended December 31, 2025, the Company borrowed $4.8 million under its existing construction loans to fund ongoing development and construction. On July 22, 2025, the Company utilized a portion of the net proceeds from the private placement of the Notes to repay the $65.0 million construction loan secured by the Southern Post mixed-use asset.
On August 1, 2025, the Company executed a modification to the loan secured by the Allied | Harbor Point mixed-use property. The modification reduced the credit spread on the loan from 2.50% to 2.00%, added an exit fee provision of 0.50% for any prepayment made until July 31, 2026, and added a new covenant requiring the borrower to maintain a
minimum 15% equity investment in the project until the project achieves a debt service coverage ratio of 1.0x.
On December 19, 2025, the Company extended the maturity date on the loan secured by The Everly by three months, which will now mature on March 19, 2026. The Company did not pay an extension fee. The agreement extended the first one year extension option to March 17, 2027 and the second one year extension option to March 19, 2028, subject to the Company's satisfaction of certain conditions.
Other 2024 Financing Activity
The Company exercised its option to extend the maturity date on the loan secured by Chronicle Mill by one year, which will now mature on May 5, 2025. The Company paid a nominal extension fee.
On June 10, 2024, the Company paid off the $1.8 million balance of the loan secured by the Red Mill Central shopping center and added the property to the unencumbered borrowing base.
On September 27, 2024, the Company paid off the $35.0 million, $23.7 million, and $10.9 million balances of the loans secured by the Chronicle Mill mixed-use multifamily, retail, and office property, the Premier mixed-use multifamily and retail property, and the Market at Mill Creek retail property, respectively.
On November 27, 2024, the Company closed on a loan secured by the Premier Retail and Premier Apartments properties, using the $29.4 million in proceeds to pay off the $24.5 million balance of the loan secured by the Southgate Square retail property and pay down $4.9 million on the revolving credit facility.
On December 18, 2024, the Company paid off the $21.1 million loan secured by the Nexton Square retail property in connection with the disposition.
During the twelve months ended December 31, 2024, the Company borrowed $64.8 million under its existing construction loans to fund ongoing development and construction.