Debt, Net
Debt, net consisted of the following ($ in thousands):
| | | | | | | | | | | |
| December 31, |
| 2025 | | 2024 |
| Revolving credit facility - unsecured | $ | 204,000 | | | $ | 331,200 | |
| Bank term loan - unsecured | 125,000 | | | 200,000 | |
2031 Senior Notes - unsecured, net of discount of $1,635 and $1,956, respectively | 398,365 | | | 398,044 | |
2033 Senior Notes - unsecured, net of discount of $3,707 | 346,293 | | | — | |
| Private placement notes - unsecured | 100,000 | | | 150,000 | |
| Fannie Mae term loans - secured, non-recourse | — | | | 75,815 | |
| Unamortized debt issuance costs | (9,844) | | | (9,018) | |
| Total debt, net | $ | 1,163,814 | | | $ | 1,146,041 | |
A summary of the aggregate principal maturities of our outstanding debt as of December 31, 2025 follows ($ in thousands):
| | | | | |
| 2026 | $ | 125,000 | |
| 2027 | 100,000 | |
| 2028 | 204,000 | |
| 2029 | — | |
| 2030 | — | |
| Thereafter | 750,000 | |
| Total principal amounts of debt outstanding | 1,179,000 | |
| Less: Unamortized debt issuance costs and discounts | (15,186) | |
| Total debt, net | $ | 1,163,814 | |
Revolving Credit Facility and Bank Term Loan
We have a $700.0 million unsecured revolving credit facility (the “Credit Facility”) that matures in October 2028, which may be further extended by us pursuant to (i) one or both of the six-month extension options or (ii) one 12-month extension option. In October 2025, we amended the Credit Facility to remove the 0.10% credit spread adjustment applicable to the Secured Overnight Financing Rate (“SOFR”) interest rates, which resulted in an effective decrease of 0.10% in the applicable interest rates with respect to the Credit Facility. Borrowings under the Credit Facility bear interest, at our election, at one of the following (a) Term SOFR plus a margin ranging from 0.725% to 1.400%, (b) Daily SOFR plus a margin ranging from 0.725% to 1.400% or (c) the base rate plus a margin ranging from 0.000% to 0.400%. In each election, the actual margin is determined according to our credit ratings. The base rate means, for any day, a fluctuating interest rate per annum equal to the highest of (x) the agent’s prime rate, (y) the federal funds rate on such day plus 0.50% or (z) the adjusted Term SOFR for a one-month tenor in effect on such day plus 1.0%. In addition, the Credit Facility requires a facility fee equal to 0.125% to 0.300%, based on our credit rating on the $700.0 million committed capacity, without regard to usage.
As of December 31, 2025, we had $496.0 million available to draw on the Credit Facility, subject to usual and customary covenants. Among other stipulations, our Credit Facility requires that we maintain certain financial ratios within limits set by our creditors. As of December 31, 2025, we were in compliance with these covenants.
We have a $200.0 million unsecured bank term loan (the “Bank Term Loan”), which was amended and restated in October 2024 to, among other things, align certain representations, covenants and events of default with the terms of the amended and restated Credit Facility. The Bank Term Loan bears interest at a variable rate which is SOFR-based with a margin determined according to our credit ratings. Concurrently with the most recent amendment of the Credit Facility in October 2025, we also amended the Bank Term Loan to remove the 0.10% credit spread adjustment applicable to the SOFR interest rates, which was in alignment with the Credit Facility amendment.
During the year ended December 31, 2025, we repaid $75.0 million on the Bank Term Loan and exercised both six-month extension options, which extended the maturity of the Bank Term Loan to June 2026.
Pinnacle Bank is a participating member of our banking group. A member of our Board of Directors who became the chairman of our Board of Directors effective in January 2025, is also the chairman of the board of directors of Pinnacle Financial Partners, Inc., the holding company for Pinnacle Bank. Our corporate banking transactions are conducted primarily through Pinnacle Bank.
2031 Senior Notes
In January 2021, we issued $400.0 million in aggregate principal amount of 3.000% senior notes that mature in February 2031 (the “2031 Senior Notes”) and require semi-annual interest payments. The 2031 Senior Notes were sold at an issue price of 99.196% of face value before the underwriters’ discounts. Our net proceeds from the 2031 Senior Notes offering, after deducting underwriting discounts and expenses, were $392.3 million. The 2031 Senior Notes are subject to affirmative and negative covenants, including financial covenants. As of December 31, 2025, we were in compliance with these covenants.
2033 Senior Notes
In September 2025, we issued $350.0 million in aggregate principal amount of 5.350% unsecured senior notes that mature in February 2033 (the “2033 Senior Notes”). The 2033 Senior Notes were sold at an issue price of 98.903% of face value before the underwriters’ discount. Our net proceeds from the 2033 Senior Notes offering, after deducting underwriting discounts and expenses, were $342.5 million. We used the net proceeds to repay existing indebtedness. Interest on the 2033 Senior Notes is due semi-annually beginning in February 2026. The 2033 Senior Notes are subject to affirmative and negative covenants, including financial covenants. As of December 31, 2025, we were in compliance with these covenants.
Private Placement Notes
Our private placement notes have a fixed interest rate and require interest only payments up to the respective maturity dates. Covenants pertaining to the private placement notes are generally conformed with those governing our Credit Facility, except for specific debt coverage ratios that are more restrictive. Our private placement notes include a provision that increases the fixed interest rate if any rating agency lowers the credit rating on our unsecured senior debt below investment grade and our compliance leverage increases to 50.0% or more.
During the years ended December 31, 2025, 2024 and 2023, we repaid $50.0 million, $75.0 million and $175.0 million, respectively, of our private placement notes upon maturity. As of December 31, 2025, we had $100.0 million of principal amounts outstanding on our private placement notes which bore interest at 4.51% and mature in January 2027.
Fannie Mae Term Loans
During the year ended December 31, 2025, we made the final repayment of $75.8 million, including accrued interest.
Interest Expense
A summary of the components of interest expense follows ($ in thousands):
| | | | | | | | | | | | | | | | | |
| Year Ended December 31, |
| 2025 | | 2024 | | 2023 |
| Interest expense at contractual rates | $ | 53,941 | | | $ | 56,313 | | | $ | 55,603 | |
| Capitalized interest | — | | | (193) | | | (90) | |
| Amortization of debt issuance costs and discounts | 3,427 | | | 3,783 | | | 2,647 | |
| Total interest expense | $ | 57,368 | | | $ | 59,903 | | | $ | 58,160 | |