Quarterly report pursuant to Section 13 or 15(d)

Loans Payable

v3.20.2
Loans Payable
9 Months Ended
Sep. 30, 2020
Debt Disclosure [Abstract]  
Loans Payable Loans Payable
The Company’s loans payable consist of the following (in thousands, except monthly payment):
Property/Description Monthly Payment Interest
Rate
Maturity September 30,
2020
December 31,
2019
 First National Bank (7)
$ 24,656  LIBOR + 300 basis points September 2020 $ 1,127  $ 1,214 
 Lumber River $ 10,723  LIBOR + 350 basis points October 2020 1,385  1,404 
 Rivergate $ 102,795  LIBOR + 295 basis points October 2020 21,307  21,545 
 Tuckernuck $ 33,880  3.88  % November 2020 5,244  5,344 
 Columbia Fire Station $ 45,580  4.00  % December 2020 3,957  4,051 
 KeyBank Credit Agreement (6)
$ 350,000  LIBOR + 350 basis points December 2020 4,350  17,879 
 JANAF Bravo $ 36,935  4.65  % April 2021 6,300  6,372 
 Walnut Hill Plaza Interest only 5.50  % December 2022 3,287  3,759 
 Litchfield Market Village $ 46,057  5.50  % November 2022 7,418  7,452 
 Twin City Commons $ 17,827  4.86  % January 2023 2,933  2,983 
 New Market $ 48,747  5.65  % June 2023 6,561  6,713 
 Benefit Street Note (3)
$ 53,185  5.71  % June 2023 7,201  7,361 
 Deutsche Bank Note (2)
$ 33,340  5.71  % July 2023 5,586  5,642 
 JANAF $ 333,159  4.49  % July 2023 49,317  50,599 
 Tampa Festival $ 50,797  5.56  % September 2023 7,961  8,077 
 Forrest Gallery $ 50,973  5.40  % September 2023 8,266  8,381 
 Riversedge North $ 11,436  5.77  % December 2023 1,756  1,767 
 South Carolina Food Lions Note (5)
$ 68,320  5.25  % January 2024 11,525  11,675 
 Cypress Shopping Center $ 34,360  4.70  % July 2024 6,183  6,268 
 Port Crossing $ 34,788  4.84  % August 2024 5,941  6,032 
 Freeway Junction $ 41,798  4.60  % September 2024 7,619  7,725 
 Harrodsburg Marketplace $ 19,112  4.55  % September 2024 3,362  3,416 
 Bryan Station $ 23,489  4.52  % November 2024 4,333  4,394 
 Crockett Square Interest only 4.47  % December 2024 6,338  6,338 
 Pierpont Centre $ 39,435  4.15  % February 2025 8,035  8,113 
 Shoppes at Myrtle Park $ 33,180  4.45  % February 2025 5,925  — 
 Folly Road $ 41,482  4.65  % March 2025 7,262  5,922 
 Alex City Marketplace Interest only 3.95  % April 2025 5,750  5,750 
 Butler Square Interest only 3.90  % May 2025 5,640  5,640 
 Brook Run Shopping Center Interest only 4.08  % June 2025 10,950  10,950 
 Beaver Ruin Village I and II Interest only 4.73  % July 2025 9,400  9,400 
 Sunshine Shopping Plaza Interest only 4.57  % August 2025 5,900  5,900 
 Barnett Portfolio (4)
Interest only 4.30  % September 2025 8,770  8,770 
 Fort Howard Shopping Center Interest only 4.57  % October 2025 7,100  7,100 
 Conyers Crossing Interest only 4.67  % October 2025 5,960  5,960 
 Grove Park Shopping Center Interest only 4.52  % October 2025 3,800  3,800 
 Parkway Plaza Interest only 4.57  % October 2025 3,500  3,500 
 Winslow Plaza $ 24,295  4.82  % December 2025 4,571  4,620 
 JANAF BJ's $ 29,964  4.95  % January 2026 4,873  4,957 
 Chesapeake Square $ 23,857  4.70  % August 2026 4,298  4,354 
 Berkley/Sangaree/Tri-County Interest only 4.78  % December 2026 9,400  9,400 
 Riverbridge Interest only 4.48  % December 2026 4,000  4,000 
 Franklin Village $ 45,336  4.93  % January 2027 8,436  8,516 
 Village of Martinsville $ 89,664  4.28  % July 2029 16,074  16,351 
 Laburnum Square Interest only 4.28  % September 2029 7,665  7,665 
Total Principal Balance (1)
336,566  347,059 
Unamortized debt issuance cost (1)
(3,716) (4,172)
Total Loans Payable, including assets held for sale 332,850  342,887 
Less loans payable on assets held for sale, net loan amortization costs 14,620  1,974 
Total Loans Payable, net $ 318,230  $ 340,913 
(1) Includes loans payable on assets held for sale, see Note 3.
(2) Collateralized by LaGrange Marketplace, Ridgeland and Georgetown.
(3) Collateralized by Ladson Crossing, Lake Greenwood Crossing and South Park.
(4) Collateralized by Cardinal Plaza, Franklinton Square, and Nashville Commons.
(5) Collateralized by Clover Plaza, South Square, St. George, Waterway Plaza and Westland Square.
(6) Collateralized by Darien Shopping Center, Devine Street, Lake Murray, Moncks Corner and South Lake.
(7) Collateralized by Surrey Plaza and Amscot Building.
KeyBank Credit Agreement
 
As of September 30, 2020, the Company has borrowed $4.35 million under the Amended and Restated Credit Agreement ("KeyBank Credit Agreement") with KeyBank National Association ("KeyBank"), which is collateralized by five properties. At September 30, 2020, the outstanding borrowings are accruing interest at 3.65%.

The KeyBank Credit Agreement had the following activity during the nine months ended September 30, 2020:
Entered into the Second Amendment to the KeyBank Credit Agreement (the "Second Amendment") on January 24, 2020, effective December 21, 2019, and the Company began making monthly principal payments of $350 thousand on November 1, 2019. The Second Amendment, among other provisions, requires a pledge of additional collateral of $15.00 million in residual equity interests and fully matures on June 30, 2020.
Entered into a Third Amendment to the KeyBank Credit Agreement (the "Third Amendment") on July 21, 2020. The Third Amendment, among other provisions, reduces the pledge of additional collateral by two properties and extends the maturity to December 31, 2020.
The KeyBank Credit Agreement had principal paydowns as noted below:
$1.78 million paydown from St. Matthews sale proceeds on January 21, 2020;
$5.75 million paydown from Shoppes at Myrtle Park refinancing proceeds on January 23, 2020; and
$2.50 million paydown from cash released to the Company from restricted cash accounts on May 20, 2020.

Shoppes at Myrtle Park Refinance

On January 23, 2020, the Company refinanced the Shoppes at Myrtle Park collateralized portion of the KeyBank Credit Agreement for $6.00 million at a fixed interest rate of 4.45%. The loan matures in February 2025 with monthly principal and interest payments of $33 thousand.

Folly Road Refinance

On March 23, 2020, the Company executed a promissory note for $7.35 million for the refinancing of Folly Road at a rate of 4.65%. The loan matures in March 2025 with monthly principal and interest payments of $41 thousand.

Rivergate Extension

On July 10, 2020, the Company entered into an agreement to extend the maturity date from June 2020 to October 20, 2020 with monthly principal and interest payments of $48 thousand plus accrued and unpaid interest.

Tuckernuck Extension

On August 1, 2020, the Company entered into an Amended Agreement to extend the $5.28 million Tuckernuck Loan to November 1, 2020 with monthly principal and interest payments of $34 thousand.
Columbia Fire Station Extension

Effective September 3, 2020, the Company extended the Columbia Fire Station promissory note ("Columbia Fire Station Loan") to December 3, 2020, with principal and interest payments in the amount of $46 thousand beginning on October 3, 2020. The Columbia Fire Station Loan continues to bear interest at 4.00%.

Walnut Hill Plaza Paydown and Amendment

On July 15, 2020, the Company entered into the Third Amendment to reduce the Walnut Hill Plaza loan by $443 thousand to $3.30 million using proceeds from restricted cash reserves and received three months of forbearance on principal payments.

On October 16, 2020, the Company entered into the Fourth Amendment to receive forbearance on principal payments through December 29, 2020 and extend the maturity date to March 2023.
Loan Modification Agreements

On September 4, 2020, the Company executed Loan Modification Agreements on three properties whereby the Company was able to use restricted cash to fund debt service for 90 days, representing a total of $488 thousand to be replenished over the subsequent twelve-month period.

Debt Maturity

The Company’s scheduled principal repayments on indebtedness as of September 30, 2020, including assets held for sale, are as follows (in thousands, unaudited):
For the remaining three months ended December 31, 2020 $ 38,601 
December 31, 2021 11,287 
December 31, 2022 15,580 
December 31, 2023 85,576 
December 31, 2024 44,240 
December 31, 2025 91,426 
Thereafter 49,856 
    Total principal repayments and debt maturities $ 336,566 
 

The Company has considered its short-term (one year or less) liquidity needs and the adequacy of its estimated cash flows from operating activities and other expected financing sources to meet these needs. In particular, the Company has considered its scheduled debt maturities for the twelve months ending September 30, 2021 of $48.59 million. The Company plans to pay this obligation through a combination of refinancings, dispositions and operating cash. All loans due to mature are collateralized by properties within the portfolio. Additionally, the Company expects to meet the short-term liquidity requirements, through a combination of the following:

continued suspension of Series A Preferred, Series B Preferred and Series D Preferred dividends;
available cash and cash equivalents;
cash flows from operating activities;
refinancing of maturing debt;
loan forbearance;
possible sale of six undeveloped land parcels; and
sale of additional properties, if necessary.