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What changed in FRANKLIN STREET PROPERTIES CORP /MA/'s 10-K — 2022 vs 2023

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Paragraph-level year-over-year comparison of FRANKLIN STREET PROPERTIES CORP /MA/'s 2022 and 2023 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2023 report.

+288 added−292 removedSource: 10-K (2024-02-26) vs 10-K (2023-02-14)

Top changes in FRANKLIN STREET PROPERTIES CORP /MA/'s 2023 10-K

288 paragraphs added · 292 removed · 228 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

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Biggest changeWe may also pursue on a selective basis the sale of our properties to take advantage of the value creation and demand for our properties, or for geographic or property specific reasons. ​ Real Estate ​ As of December 31, 2022, we owned and operated a portfolio of real estate consisting of 21 office properties and managed one Sponsored REIT.
Biggest changeWe may also pursue on a selective basis the sale of our properties to take advantage of the value creation and demand for our properties, or for geographic or property specific reasons. ​ Real Estate ​ As of December 31, 2023, we owned and operated a portfolio of real estate consisting of 17 properties, which we refer to as our owned properties, and a non-controlling common stock interest in the corporation that is the sole member of FSP Monument Circle LLC, which was organized to operate as a real estate investment trust and which we refer to as the Sponsored REIT or Monument Circle.
Proceeds from dispositions are intended to be used primarily for the repayment of debt. ​ In selecting real properties for acquisition by FSP Corp. and managing them after acquisition, we rely on the following principles: ​ ● we seek to buy or develop investment properties at a price which produces value for investors and avoid overpaying for real estate merely to outbid competitors; 2 Table of Contents ● we seek to buy or develop properties in excellent locations with substantial infrastructure in place around them and avoid investing in locations where the future construction of such infrastructure is speculative; ● we seek to buy or develop properties that are well-constructed and designed to appeal to a broad base of users and avoid properties where quality has been sacrificed for cost savings in construction or which appeal only to a narrow group of users; ● we aggressively manage, maintain and upgrade our properties and refuse to neglect or undercapitalize management, maintenance and capital improvement programs; and ● we believe that we have the ability to hold properties through down cycles because we generally do not have mortgage debt on the Company, which could place the properties at risk of foreclosure.
Proceeds from dispositions are intended to be used primarily for the repayment of debt. ​ Generally, in selecting real properties for acquisition by FSP Corp. and managing them after acquisition, we rely on the following principles: ​ ● we seek to buy or develop investment properties at a price which produces value for investors and avoid overpaying for real estate merely to outbid competitors; 2 Table of Contents ● we seek to buy or develop properties in excellent locations with substantial infrastructure in place around them and avoid investing in locations where the future construction of such infrastructure is speculative; ● we seek to buy or develop properties that are well-constructed and designed to appeal to a broad base of users and avoid properties where quality has been sacrificed for cost savings in construction or which appeal only to a narrow group of users; ● we aggressively manage, maintain and upgrade our properties and refuse to neglect or undercapitalize management, maintenance and capital improvement programs; and ● we believe that we have the ability to hold properties through down cycles because we generally do not have mortgage debt on the Company, which could place the properties at risk of foreclosure.
Carter is responsible for all aspects of the business of FSP Corp. and its affiliates, with special emphasis on the evaluation, 4 Table of Contents acquisition and structuring of real estate investments.
Carter is responsible for all aspects of the business of FSP Corp. and its affiliates, with special emphasis on the evaluation, acquisition and 4 Table of Contents structuring of real estate investments.
See Item 2 of this Annual Report on Form 10-K for more information about our properties. ​ We continue to believe that the current price of our common stock does not accurately reflect the value of our underlying real estate assets and we will seek to increase shareholder value by (1) pursuing the sale of select properties where we believe that short to intermediate term valuation potential has been reached and (2) striving to lease vacant space. ​ As a result, from time to time, as market conditions warrant, we expect to sell properties owned by us in 2023.
See Item 2 of this Annual Report on Form 10-K for more information about our properties. ​ We continue to believe that the current price of our common stock does not accurately reflect the value of our underlying real estate assets and we will seek to increase shareholder value by (1) pursuing the sale of select properties where we believe that short to intermediate term valuation potential has been reached and (2) striving to lease vacant space. ​ As a result, from time to time, as market conditions warrant, we expect to sell properties owned by us.
Our employees are compensated without regard to gender, race and ethnicity, and our compensation program is designed to attract and retain talent. ​ Available Information ​ We make available, free of charge through our website http://www.fspreit.com our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended as soon as reasonably practicable after we electronically file such material with the Securities and Exchange Commission, or SEC. ​ We will voluntarily provide paper copies of our filings and code of ethics upon written request received at the address on the cover of this Annual Report on Form 10-K, free of charge. ​ Information about our Directors ​ The following table sets forth the names, ages and positions of all our directors as of February 10, 2023. ​ ​ ​ ​ ​ ​ ​ Name Age Position George J.
Our employees are compensated without regard to gender, race and ethnicity, and our compensation program is designed to attract and retain talent. ​ Available Information ​ We make available, free of charge through our website http://www.fspreit.com our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended as soon as reasonably practicable after we electronically file such material with the Securities and Exchange Commission, or SEC. ​ We will voluntarily provide paper copies of our filings and code of ethics upon written request received at the address on the cover of this Annual Report on Form 10-K, free of charge. ​ Information about our Directors ​ The following table sets forth the names, ages and positions of all our directors as of February 23, 2024. ​ ​ ​ ​ ​ ​ ​ Name Age Position George J.
Murray is a graduate of Newton College. ​ Kathryn P. O’Neil, age 59, has been a Director of FSP Corp. since January 2016. Ms. O’Neil was a Director at Bain Capital in the Investor Relations area where she focused on Private Equity and had oversight of the Investment Advisory sector from 2011 until her retirement in 2014.
Murray is a graduate of Newton College. ​ Kathryn P. O’Neil, age 60, has been a Director of FSP Corp. since January 2016. Ms. O’Neil was a Director at Bain Capital in the Investor Relations area where she focused on Private Equity and had oversight of the Investment Advisory sector from 2011 until her retirement in 2014.
He is currently President of the Board of Trustees of Florida Studio Theater, a professional non-profit theater organization, and is a Director of All-Star Children’s Foundation, an organization engaged in creating a new paradigm for foster care. ​ Georgia Murray, age 72, has been a Director of FSP Corp. since April 2005 and Lead Independent Director since February 2014. Ms.
He is currently President of the Board of Trustees of Florida Studio Theater, a professional non-profit theater organization, and is a Director of All-Star Children’s Foundation, an organization engaged in creating a new paradigm for foster care. ​ Georgia Murray, age 73, has been a Director of FSP Corp. since April 2005 and Lead Independent Director since February 2014. Ms.
O’Neil received her M.B.A. from The Harvard Graduate School of Business Administration. ​ Milton P. Wilkins, Jr., age 75, has been a Director of FSP Corp. since February 2022. Mr. Wilkins has served as an investment advisor with RBF Wealth Advisors in St. Louis, Missouri, since 1997. Concurrently, from 2003 to 2015, Mr.
O’Neil received her M.B.A. from The Harvard Graduate School of Business Administration. ​ Milton P. Wilkins, Jr., age 76, has been a Director of FSP Corp. since February 2022. Mr. Wilkins has served as an investment advisor with RBF Wealth Advisors in St. Louis, Missouri, since 1997. Concurrently, from 2003 to 2015, Mr.
Prior to that, he held a number of positions in the brokerage industry including those with Merrill Lynch & Co. and Loeb Rhodes & Co. Mr. Carter is a graduate of the University of Miami (B.S.). ​ John N. Burke, age 61, has been a Director of FSP Corp. since 2004 and Chair of the Audit Committee since June 2004.
Prior to that, he held a number of positions in the brokerage industry including those with Merrill Lynch & Co. and Loeb Rhodes & Co. Mr. Carter is a graduate of the University of Miami (B.S.). ​ John N. Burke, age 62, has been a Director of FSP Corp. since 2004 and Chair of the Audit Committee since June 2004.
(Summa Cum Laude) from Amherst College, where he was elected to Phi Beta Kappa. ​ Dennis J. McGillicuddy, age 81, has been a Director of FSP Corp. since May 2002. Mr. McGillicuddy graduated from the University of Florida with a B.A. degree and from the University of Florida Law School with a J.D. degree. In 1968, Mr.
(Summa Cum Laude) from Amherst College, where he was elected to Phi Beta Kappa. ​ Dennis J. McGillicuddy, age 82, has been a Director of FSP Corp. since May 2002. Mr. McGillicuddy graduated from the University of Florida with a B.A. degree and from the University of Florida Law School with a J.D. degree. In 1968, Mr.
Donahue holds a Bachelor of Science in Business Administration degree from Bryant College. ​ Eriel Anchondo, age 45, is Executive Vice President and Chief Operating Officer of FSP Corp. and has held those positions since May 2016. Mr. Anchondo joined FSP Corp. in 2015 as Senior Vice President of Operations. Mr.
Donahue holds a Bachelor of Science in Business Administration degree from Bryant College. ​ Eriel Anchondo, age 46, is Executive Vice President and Chief Operating Officer of FSP Corp. and has held those positions since May 2016. Mr. Anchondo joined FSP Corp. in 2015 as Senior Vice President of Operations. Mr.
Carter, serves as Chief Executive Officer and Chairman of the Board of Directors of FSP Corp. and Mr. Carter’s brother, Jeffrey B. Carter, serves as President and Chief Investment Officer of FSP Corp. ​ John G. Demeritt, age 62, is Executive Vice President, Chief Financial Officer and Treasurer of FSP Corp. and has been Chief Financial Officer since March 2005.
Carter, serves as Chief Executive Officer and Chairman of the Board of Directors of FSP Corp. and Mr. Carter’s brother, Jeffrey B. Carter, serves as President and Chief Investment Officer of FSP Corp. ​ John G. Demeritt, age 63, is Executive Vice President, Chief Financial Officer and Treasurer of FSP Corp. and has been Chief Financial Officer since March 2005.
Carter, serves as Executive Vice President, General Counsel and Secretary of FSP Corp. ​ 6 Table of Contents Scott H. Carter, age 51, is Executive Vice President, General Counsel and Secretary of FSP Corp. Mr. Carter has served as General Counsel since February 2008. Mr. Carter joined FSP Corp. in October 2005 as Senior Vice President and In-house Counsel. Mr.
Carter, serves as Executive Vice President, General Counsel and Secretary of FSP Corp. 6 Table of Contents ​ Scott H. Carter, age 52, is Executive Vice President, General Counsel and Secretary of FSP Corp. Mr. Carter has served as General Counsel since February 2008. Mr. Carter joined FSP Corp. in October 2005 as Senior Vice President and In-house Counsel. Mr.
Donahue, age 56, is Executive Vice President of FSP Corp. and President of FSP Property Management LLC and has held those positions since May 2016. Mr. Donahue is primarily responsible for the oversight of the management of all of the real estate assets of FSP Corp. and its affiliates. Mr.
Donahue, age 57, is Executive Vice President of FSP Corp. and President of FSP Property Management LLC and has held those positions since May 2016. Mr. Donahue is primarily responsible for the oversight of the management of all of the real estate assets of FSP Corp. and its affiliates. Mr.
O’Neil currently serves on a variety of non-profit boards, including the Peabody Essex Museum where she is a Trustee and a member of the Finance and Investment Committees, Horizon’s for Homeless Children where she is a Director and serves on the Executive and Finance Committees, and the Trustees of Reservations where she serves on the President’s Council and was a member of the Investment Committee from 2006 to 2020.
O’Neil currently serves on a variety of non-profit boards, including the Peabody Essex Museum where she is a Trustee and a member of the Finance and Investment Committees, Horizon’s for Homeless Children where she is a Director and serves on the Executive and Finance Committees, McLean Hospital where she is a member of the Board of Trustees, and the Trustees of Reservations where she serves on the President’s Council and was a member of the Investment Committee from 2006 to 2020.
Carter, age 74, is Chief Executive Officer and has been Chairman of the Board of Directors of FSP Corp. since 2002. Mr. Carter also was the President of FSP Corp. from 2002 to May 2016. Mr.
Carter, age 75, is Chief Executive Officer and has been Chairman of the Board of Directors of FSP Corp. since 2002. Mr. Carter also was the President of FSP Corp. from 2002 to May 2016. Mr.
(1) ​ 75 ​ Director ​ (1) Member of the Audit Committee (2) Member of the Compensation Committee (3) Member of the Nominating and Corporate Governance Committee (4) Chair of the Audit Committee (5) Chair of the Compensation Committee (6) Chair of the Nominating and Corporate Governance Committee (7) Lead Independent Director ​ George J.
(1) ​ 76 ​ Director ​ (1) Member of the Audit Committee (2) Member of the Compensation Committee (3) Member of the Nominating and Corporate Governance Committee (4) Chair of the Audit Committee (5) Chair of the Compensation Committee (6) Chair of the Nominating and Corporate Governance Committee (7) Lead Independent Director ​ George J.
From time-to-time we dispose of properties generating gains or losses in an ongoing effort to improve and upgrade our portfolio. ​ We provide asset management, property management, property accounting, investor and/or development services to our portfolio and certain of our Sponsored REITs through our subsidiaries FSP Investments LLC and FSP Property Management LLC.
From time-to-time we dispose of properties generating gains or losses in an ongoing effort to improve and upgrade our portfolio. ​ We provide asset management, property management, property accounting, investor and/or development services to our portfolio and our Sponsored REIT through our subsidiaries FSP Investments LLC and FSP Property Management LLC.
Wilkins holds a M.B.A. degree from the Harvard Graduate School of Business Administration and a Bachelor of Arts degree from Morehouse College. ​ Information about our Executive Officers ​ The following table sets forth the names, ages and positions of all our executive officers as of February 10, 2023. ​ ​ ​ ​ ​ ​ Name Age Position George J.
Wilkins holds a M.B.A. degree from the Harvard Graduate School of Business Administration and a Bachelor of Arts degree from Morehouse College. ​ Information about our Executive Officers ​ The following table sets forth the names, ages and positions of all our executive officers as of February 23, 2024. ​ ​ ​ ​ ​ ​ Name Age Position George J.
Management’s Discussion and Analysis of Financial Condition and Results of Operations” for additional information. ​ Human Capital ​ We had 28 employees as of both February 10, 2023 and December 31, 2022. Women represent 46.4% of our employees, of which 38.5% hold management level/leadership roles.
Management’s Discussion and Analysis of Financial Condition and Results of Operations” for additional information. ​ Human Capital ​ We had 28 employees as of both February 23, 2024 and December 31, 2023. Women represent 46.4% of our employees, of which 38.5% hold management level/leadership roles.
Hansen, age 51, has been a Director of FSP Corp. since 2012 and became Chair of the Compensation Committee in February 2021. Since 2007, Mr. Hansen has served as President and Chief Operating Officer of Confluence Investment Management LLC, a St. Louis based Registered Investment Advisor. Prior to founding Confluence in 2007, Mr.
Hansen, age 52, has been a Director of FSP Corp. since 2012 and Chair of the Compensation Committee since February 2021. Since 2007, Mr. Hansen has served as President and Chief Operating Officer of Confluence Investment Management LLC, a St. Louis based Registered Investment Advisor. Prior to founding Confluence in 2007, Mr. Hansen served as a Managing Director in A.G.
As of February 10, 2023, none of our owned properties were subject to mortgage debt. ​ Competition ​ With respect to our real estate investments, we face competition in each of the markets where our properties are located.
As of February 23, 2024, none of our owned properties were subject to mortgage debt. ​ Competition ​ With respect to our real estate investments, we face competition in each of the markets where our properties are located.
Hansen served as a Managing Director in A.G. Edwards’ Financial Institutions & Real Estate Investment Banking practice. While at A.G. Edwards, Mr. Hansen advised a wide variety of Real Estate Investment Trusts on numerous capital markets transactions, including public and private offerings of debt and equity securities as well as the analysis of various merger & acquisition opportunities.
Edwards’ Financial Institutions & Real Estate Investment Banking practice. While at A.G. Edwards, Mr. Hansen advised a wide variety of Real Estate Investment Trusts on numerous capital markets transactions, including public and private offerings of debt and equity securities as well as the analysis of various merger & acquisition opportunities. Prior to joining A.G. Edwards, Mr.
Donahue 56 Executive Vice President Eriel Anchondo 45 Executive Vice President and Chief Operating Officer (1) Information about George J. Carter is set forth above. See “Directors of FSP Corp.” ​ Jeffrey B. Carter, age 51, is President and Chief Investment Officer of FSP Corp. Mr.
Donahue 57 Executive Vice President Eriel Anchondo 46 Executive Vice President and Chief Operating Officer (1) Information about George J. Carter is set forth above. See “Directors of FSP Corp.” ​ Jeffrey B. Carter, age 52, is President and Chief Investment Officer of FSP Corp. Mr.
O'Neil (1) (2) (3) ​ 59 ​ Director ​ Milton P. Wilkins, Jr.
O'Neil (1) (2) (3) ​ 60 ​ Director ​ Milton P. Wilkins, Jr.
Prior to joining A.G. Edwards, Mr. Hansen served as a Manager in Arthur Andersen LLP’s Audit & Business Advisory practice. Mr. Hansen has served on the boards of a number of non-profit entities and currently serves on the Finance Council and as the Investment Committee Chair of the Archdiocese of St. Louis and as a member of the St.
Hansen served as a Manager in Arthur Andersen LLP’s Audit & Business Advisory practice. Mr. Hansen has served on the boards of a number of non-profit entities and currently serves on the Finance Council and as the Investment Committee Chair of the Archdiocese of St. Louis and as a member of the St. Louis County Retirement Board. Mr.
Carter (1) 74 Chief Executive Officer and Chairman of the Board Jeffrey B. Carter 51 President and Chief Investment Officer Scott H. Carter 51 Executive Vice President, General Counsel and Secretary John G. Demeritt 62 Executive Vice President, Chief Financial Officer and Treasurer John F.
Carter (1) 75 Chief Executive Officer and Chairman of the Board Jeffrey B. Carter 52 President and Chief Investment Officer Scott H. Carter 52 Executive Vice President, General Counsel and Secretary John G. Demeritt 63 Executive Vice President, Chief Financial Officer and Treasurer John F.
Carter 74 Chief Executive Officer and Chairman of the Board ​ John N. Burke (1) (2) (3) (4) 61 Director ​ Brian N. Hansen (2) (3) (5) 51 Director ​ Kenneth Hoxsie (1) (3) (6) ​ 72 ​ Director ​ Dennis J. McGillicuddy (1) 81 Director ​ Georgia Murray (1) (2) (7) 72 Director ​ Kathryn P.
Carter 75 Chief Executive Officer and Chairman of the Board ​ John N. Burke (1) (2) (3) (4) 62 Director ​ Brian N. Hansen (2) (3) (5) 52 Director ​ Kenneth Hoxsie (1) (3) (6) ​ 73 ​ Director ​ Dennis J. McGillicuddy (1) 82 Director ​ Georgia Murray (1) (2) (7) 73 Director ​ Kathryn P.
Our investment banking segment generated brokerage commissions, loan origination fees, development services and other fees related to the organization of single-purpose entities that own real estate and the private placement of equity in those entities.
Our investment banking segment generated brokerage commissions, loan origination fees, development services and other fees related to the organization of single-purpose REITs that own real estate and the private placement of equity in those entities. ​ From time-to-time we may acquire real estate or invest in real estate by making secured loans on real estate.
We derive rental revenue from income paid to us by tenants of these properties. See Item 2 of this Annual Report on Form 10-K for more information about our properties .
The Sponsored REIT was consolidated in our financial statements effective January 1, 2023. We refer to these 18 properties as our owned and consolidated properties. We derive rental revenue from income paid to us by tenants of these properties. See Item 2 of this Annual Report on Form 10-K for more information about our properties.
In 2020, we sold an office property located in Durham, North Carolina for gross proceeds of approximately $89.7 million, at a net gain of approximately $41.9 million. ​ As we continue to execute on our strategy of select property dispositions and striving to lease vacant space, our revenue, Funds From Operations, and capital expenditures may decrease in the short term.
In 2021, we sold 10 office properties located in four different states for aggregate gross sale proceeds of $602.7 million, at a net gain of $113.1 million. ​ As we continue to execute on our strategy of select property dispositions and striving to lease vacant space, our revenue, Funds From Operations, and capital expenditures may decrease.
He joined Hale and Dorr (the predecessor of WilmerHale) in 1981, subsequently worked at Copley Real Estate Advisors, an institutional real estate investment advisory firm, and rejoined Hale and Dorr in 1994. Mr.
Hoxsie was a Partner at the international law firm of Wilmer Cutler Pickering Hale and Dorr LLP (“WilmerHale”) until his retirement in December 2015. He joined Hale and Dorr (the predecessor of WilmerHale) in 1981, subsequently worked at Copley Real Estate Advisors, an institutional real estate investment advisory firm, and rejoined Hale and Dorr in 1994. Mr.
Louis County Retirement Board. Mr. Hansen earned his M.B.A. from the Kellogg School of Management at Northwestern University and his Bachelor of Science in Commerce from DePaul University. Mr. Hansen is a Certified Public Accountant. ​ Kenneth A.
Hansen earned his M.B.A. from the Kellogg School of Management at Northwestern University and his Bachelor of Science in Commerce from DePaul University. Mr. Hansen is a Certified Public Accountant. ​ Kenneth A. Hoxsie, age 73, has been a Director of FSP Corp. since January 2016 and Chair of the Nominating and Corporate Governance Committee since February 2021. Mr.
We own 21 office properties that are located in eight different states as of December 31, 2022.
Our 18 owned and consolidated office properties are located in six different states as of December 31, 2023.
We anticipate that the Sponsored REIT Loan will be repaid through cash flow from property operations or sale of the underlying property, although the actual amount and timing of any repayment is uncertain and will likely depend on prevailing market conditions at the time of any such sale. ​ Sustainability ​ As an owner of commercial real estate, a sector with significant environmental, social and governance, or ESG, impact, we strive to maximize shareholder value through the prudent application of sound ESG strategies.
Neither FSP Investments LLC nor FSP Property Management LLC receives any rental income. ​ 1 Table of Contents Sustainability ​ As an owner of commercial real estate, a sector with significant environmental, social and governance, or ESG, impact, we strive to maximize shareholder value through the prudent application of sound ESG strategies.
Our efforts have been awarded recognition from various third party review entities, such as GRESB, ENERGY STAR and LEED. ​ Impact of COVID-19 ​ The COVID-19 pandemic has caused severe disruptions in the U.S. and global economies and has had and is expected to continue to have an adverse impact on our financial condition and results of operations.
Our efforts have been awarded recognition from various third party review entities, such as GRESB, ENERGY STAR and LEED. ​ Long-Term Impact of COVID-19 Pandemic ​ Considerable uncertainty still surrounds the long-term impact of the COVID-19 pandemic and its potential effects on the population, including the spread of more contagious variants of the virus, and on the commercial real estate market and our business.
Removed
We refer to these entities, which are organized as corporations and operated in a manner intended to qualify as REITs, as Sponsored REITs. ​ From time-to-time we may acquire real estate or invest in real estate by making secured loans on real estate.
Added
Many of our tenants still do not fully occupy the space that they lease. The long-term impact of the COVID-19 pandemic continues to present material uncertainty and risk with respect to the performance of our properties and our financial results and we are unable to estimate the full extent of this impact on our future financial results at this time.
Removed
FSP Corp. recognizes revenue from its receipt of fee income from Sponsored REITs that have not been consolidated or acquired by us.
Added
See “Item 1A. Risk Factors” and “Item 7.
Removed
Neither FSP Investments LLC nor FSP Property Management LLC receives any rental income. ​ 1 Table of Contents As of December 31, 2022, we had one remaining secured loan to a Sponsored REIT in the form of a mortgage loan, which we refer to as the Sponsored REIT Loan.
Added
On March 10, 2023, we sold an office property located in Elk Grove, Illinois for a gross sales price of $29.1 million, at a gain of approximately $8.4 million. On August 9, 2023, we sold a property in Charlotte, North Carolina for a gross sales price of $9.2 million at a loss of $0.8 million.
Removed
The Sponsored REIT Loan is secured by a mortgage on the underlying property and has a current term of less than one year.
Added
On October 26, 2023, we sold an office property located in Plano, Texas for a gross sales price of $48 million at a gain of $10.6 million. On December 6, 2023, we sold an office property located in Miami, Florida for a gross sales price of $68.0 million at a loss of approximately $18.9 million.
Removed
This impact could be materially adverse to the extent that the current COVID-19 pandemic, or future pandemics, cause tenants to be unable to pay their rent or reduce the demand for commercial real estate. See “Item 1A. Risk Factors” and “Item 7.
Removed
In 2021, we sold 10 office properties located in four different states for aggregate gross sale proceeds of $602.7 million, at a net gain of $113.1 million.
Removed
Hoxsie, age 72, has been a Director of FSP Corp. since January 2016 and became Chair of the Nominating and Corporate Governance Committee in February 2021. Mr. Hoxsie was a Partner at the international law firm of Wilmer Cutler Pickering Hale and Dorr LLP (“WilmerHale”) until his retirement in December 2015.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeIf that happens, we may have less cash available for distribution to our stockholders or for other corporate purposes. ​ Our operating results and financial condition could be adversely affected if we are unable to refinance the BofA Revolver, the BMO Term Loan, the Series A Notes or the Series B Notes. ​ There can be no assurance that we will be able to refinance the BofA Revolver, the BMO Term Loan, the Series A Notes or the Series B Notes (each as defined in Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations) upon their respective maturities, or that any such refinancings would be on terms as favorable as the terms of the BofA Revolver, the BMO Term Loan, the Series A Notes, or the Series B Notes, or that we will be able to otherwise obtain funds by selling assets or raising equity to make required payments on the BofA Revolver, the BMO Term Loan, the Series A Notes or the Series B Notes.
Biggest changeIf that happens, we may have less cash available for distribution to our stockholders or for other corporate purposes. ​ Our operating results and financial condition could be adversely affected if we are unable to refinance the BofA Term Loan, the BMO Term Loan, the Series A Notes or the Series B Notes. ​ There can be no assurance that we will be able to refinance the BofA Term Loan, the BMO Term Loan, the Series A Notes or the Series B Notes (each as defined in Part II, Item 7.
In addition to claims for cleanup costs, the presence of hazardous 14 Table of Contents substances on a property could result in the owner incurring substantial liabilities as a result of a claim by a private party for personal injury or a claim by an adjacent property owner for property damage. ​ In addition, we cannot assure you that: ​ ● future laws, ordinances or regulations will not impose any material environmental liability; ● the current environmental conditions of our properties will not be affected by the condition of properties in the vicinity of such properties (such as the presence of leaking underground storage tanks) or by third parties unrelated to us; ● tenants will not violate their leases by introducing hazardous or toxic substances into our properties that could expose us to liability under federal or state environmental laws; or ● environmental conditions, such as the growth of bacteria and toxic mold in heating and ventilation systems or on walls, will not occur at our properties and pose a threat to human health. ​ We are subject to compliance with the Americans With Disabilities Act and fire and safety regulations, any of which could require us to make significant capital expenditures. ​ All of our properties are required to comply with the Americans With Disabilities Act, or ADA, and the regulations, rules and orders that may be issued thereunder.
In addition to claims for cleanup costs, the presence of hazardous substances on a property could result in the owner incurring substantial liabilities as a result of a claim by a private party for personal injury or a claim by an adjacent property owner for property damage. ​ In addition, we cannot assure you that: ​ ● future laws, ordinances or regulations will not impose any material environmental liability; ● the current environmental conditions of our properties will not be affected by the condition of properties in the vicinity of such properties (such as the presence of leaking underground storage tanks) or by third parties unrelated to us; ● tenants will not violate their leases by introducing hazardous or toxic substances into our properties that could expose us to liability under federal or state environmental laws; or ● environmental conditions, such as the growth of bacteria and toxic mold in heating and ventilation systems or on walls, will not occur at our properties and pose a threat to human health. ​ We are subject to compliance with the Americans With Disabilities Act and fire and safety regulations, any of which could require us to make significant capital expenditures. ​ All of our properties are required to comply with the Americans With Disabilities Act, or ADA, and the regulations, rules and orders that may be issued thereunder.
A default under documents evidencing the BofA Revolver, the BMO Term Loan, the Series A Notes, or the Series B Notes could result in difficulty financing growth in our business and could also result in a reduction in the cash available for distribution to our stockholders or for other corporate purposes.
A default under documents evidencing the BofA Term Loan, the BMO Term Loan, the Series A Notes, or the Series B Notes could result in difficulty financing growth in our business and could also result in a reduction in the cash available for distribution to our stockholders or for other corporate purposes.
Failure to comply with such covenants could cause a default under the BofA Revolver, the BMO Term Loan, the Series A Notes or the Series B Notes, and we may then be required to repay them with capital from other sources.
Failure to comply with such covenants could cause a default under the BofA Term Loan, the BMO Term Loan, the Series A Notes or the Series B Notes, and we may then be required to repay them with capital from other sources.
These risks include the fact that real estate investments are generally illiquid, which may affect our ability to vary our portfolio in response to changes in economic and other conditions, as well as the risks normally associated with: ​ ● changes in general and local economic conditions; ● the supply or demand for particular types of properties in particular markets; ● changes in market rental rates; ● the impact of environmental protection laws; ● changes in tax, real estate and zoning laws; and ● the impact of obligations and restrictions contained in title-related documents. ​ Certain significant costs, such as real estate taxes, utilities, insurance and maintenance costs, generally are not reduced even when a property’s rental income is reduced.
These risks include the fact that real estate investments are generally illiquid, 11 Table of Contents which may affect our ability to vary our portfolio in response to changes in economic and other conditions, as well as the risks normally associated with: ​ ● changes in general and local economic conditions; ● the supply or demand for particular types of properties in particular markets; ● changes in market rental rates; ● the impact of environmental protection laws; ● changes in tax, real estate and zoning laws; and ● the impact of obligations and restrictions contained in title-related documents. ​ Certain significant costs, such as real estate taxes, utilities, insurance and maintenance costs, generally are not reduced even when a property’s rental income is reduced.
Compliance with such requirements may require us to make substantial capital expenditures, which expenditures would reduce cash otherwise available for distribution to our stockholders. ​ We face risks associated with our tenants being designated “Prohibited Persons” by the Office of Foreign Assets Control. ​ Pursuant to Executive Order 13224 and other laws, the Office of Foreign Assets Control of the United States Department of the Treasury, or OFAC, maintains a list of persons designated as terrorists or who are otherwise blocked or banned, which we refer to as Prohibited Persons.
Compliance with such requirements may require us to make substantial capital expenditures, which expenditures would reduce cash otherwise available for distribution to our stockholders. ​ ​ 14 Table of Contents We face risks associated with our tenants being designated “Prohibited Persons” by the Office of Foreign Assets Control. ​ Pursuant to Executive Order 13224 and other laws, the Office of Foreign Assets Control of the United States Department of the Treasury, or OFAC, maintains a list of persons designated as terrorists or who are otherwise blocked or banned, which we refer to as Prohibited Persons.
Future economic factors also may negatively affect the demand for office space, real estate values, occupancy levels and property income. ​ If we are not able to collect sufficient rents from each of our owned real properties or collect interest on the Sponsored REIT Loan, we may suffer significant operating losses or a reduction in cash available for future dividends. ​ A substantial portion of our revenue is generated by the rental income of our real properties and the Sponsored REIT Loan.
Future economic factors also may negatively affect the demand for office space, real estate values, occupancy levels and property income. ​ 10 Table of Contents If we are not able to collect sufficient rents from each of our owned real properties or collect interest on the Sponsored REIT Loan, we may suffer significant operating losses or a reduction in cash available for future dividends. ​ A substantial portion of our revenue is generated by the rental income of our real properties and the Sponsored REIT Loan.
In addition, factors negatively impacting the energy industry could reduce the market values of our properties in those areas, which could reduce our net asset value and adversely affect our financial condition and results of operations, or cause a decline in the value of our common stock. ​ We compete with national, regional and local real estate operators and developers, which could adversely affect our cash flow. ​ Competition exists in every market in which our properties are currently located and in every market in which properties we may acquire in the future will be located.
In addition, factors negatively impacting the energy industry could reduce the market values of our properties in those areas, which could reduce our net asset value and adversely affect our financial condition and results of operations, or cause a decline in the value of our common stock. ​ 12 Table of Contents We compete with national, regional and local real estate operators and developers, which could adversely affect our cash flow. ​ Competition exists in every market in which our properties are currently located and in every market in which properties we may acquire in the future will be located.
Moreover, if one or more of the target REITs that we acquired in May 2008, April 2006, April 2005 or June 2003 did not qualify as a REIT immediately prior to the consummation of its acquisition, we could be disqualified as a REIT as a result of such acquisition. 16 Table of Contents ​ If in any taxable year we do not qualify as a REIT, we would be taxed as a corporation and distributions to our stockholders would not be deductible by us in computing our taxable income.
Moreover, if one or more of the target REITs that we acquired in May 2008, April 2006, April 2005 or June 2003 did not qualify as a REIT immediately prior to the consummation of its acquisition, we could be disqualified as a REIT as a result of such acquisition. ​ If in any taxable year we do not qualify as a REIT, we would be taxed as a corporation and distributions to our stockholders would not be deductible by us in computing our taxable income.
We may not be able to dispose of properties at acceptable prices or otherwise on anticipated terms and conditions within the time periods contemplated by our disposition strategy, which would adversely affect our ability to use the proceeds as intended and impair our financial flexibility. ​ 11 Table of Contents We are dependent on key personnel. ​ We depend on the efforts of George J.
We may not be able to dispose of properties at acceptable prices or otherwise on anticipated terms and conditions within the time periods contemplated by our disposition strategy, which would adversely affect our ability to use the proceeds as intended and impair our financial flexibility. ​ We are dependent on key personnel. ​ We depend on the efforts of George J.
While we cannot predict when existing vacant space in properties will be leased, if existing tenants with expiring leases will renew their leases or what the terms and conditions of the lease renewals will be, we expect to renew or sign new leases 12 Table of Contents at current market rates for locations in which the buildings are located, which in some cases may be below the expiring rates.
While we cannot predict when existing vacant space in properties will be leased, if existing tenants with expiring leases will renew their leases or what the terms and conditions of the lease renewals will be, we expect to renew or sign new leases at current market rates for locations in which the buildings are located, which in some cases may be below the expiring rates.
While these agreements are intended to lessen the impact of rising interest rates on us, they also expose us to the risks that the other parties to the agreements will not 10 Table of Contents perform, we could incur significant costs associated with the settlement of the agreements, the agreements will be unenforceable and the underlying transactions will fail to qualify as highly-effective cash flow hedges.
While these agreements are intended to lessen the impact of rising interest rates on us, they also expose us to the risks that the other parties to the agreements will not perform, we could incur significant costs associated with the settlement of the agreements, the agreements will be unenforceable and the underlying transactions will fail to qualify as highly-effective cash flow hedges.
In addition, future terrorist attacks in these markets could directly or indirectly damage our properties, both physically and financially, or cause losses that materially exceed our insurance coverage. As a result of the foregoing, our ability to generate revenues and the value of our properties could decline materially.
In addition, future terrorist attacks in these markets could directly or indirectly damage our properties, both physically and financially, or cause losses that materially exceed our insurance coverage. As a result of 13 Table of Contents the foregoing, our ability to generate revenues and the value of our properties could decline materially.
Under this new dividend policy, our Board of Directors will determine quarterly dividends based upon a variety of factors, including our estimates of our annual taxable income and the amount that we are required to distribute annually in the aggregate to enable us to continue to qualify as a REIT for federal income tax purposes.
Under this dividend policy, our Board of Directors determines quarterly dividends based upon a variety of factors, including our estimates of our annual taxable income and the amount that we are required to distribute annually in the aggregate to enable us to continue to qualify as a REIT for federal income tax purposes.
These provisions could have the effect of delaying or preventing a change in control even if a change in control may be in our stockholders’ best interest. ​ 17 Table of Contents Item 1B. Unresolved Staff Comments . ​ None. ​
These provisions could have the effect of delaying or preventing a change in control even if a change in control may be in our stockholders’ best interest. ​ Item 1B. Unresolved Staff Comments . ​ None. ​
The issuance of preferred stock could have the effect of delaying or preventing a change in control even if a change in control may be in our stockholders’ best interest. ​ Increase of Authorized Stock .
The issuance of preferred stock could have the effect of delaying or preventing a change in control even if a change in control may be in our stockholders’ best interest. ​ 16 Table of Contents Increase of Authorized Stock .
An economic downturn in these or any industry in which a high concentration of our tenants operate or in which a significant number of our tenants currently or may in the future operate, could negatively impact the financial condition of such tenants and cause them to fail to make timely rental payments or default on lease obligations, fail to renew their leases or renew their leases on terms less favorable to us, become bankrupt or insolvent, or otherwise become unable to satisfy their obligations to us, which could adversely affect our financial condition and results of operations. ​ We face risks from geographic concentration. ​ The properties in our portfolio as of December 31, 2022, by aggregate square footage, are distributed geographically as follows: South — 44.8%, West — 34.4.%, Midwest — 15.0% and East — 5.8%.
An economic downturn in these or any industry in which a high concentration of our tenants operate or in which a significant number of our tenants currently or may in the future operate, could negatively impact the financial condition of such tenants and cause them to fail to make timely rental payments or default on lease obligations, fail to renew their leases or renew their leases on terms less favorable to us, become bankrupt or insolvent, or otherwise become unable to satisfy their obligations to us, which could adversely affect our financial condition and results of operations. ​ We face risks from geographic concentration. ​ The properties in our portfolio as of December 31, 2023, by aggregate square footage, are distributed geographically as follows: South — 41.0%, West — 37.0.%, Midwest — 16.8% and East — 5.2%.
We are also subject to climate change induced severe storm hazards, which to the extent not covered by 13 Table of Contents insurance, could result in significant capital expenditures.
We are also subject to climate change induced severe storm hazards, which to the extent not covered by insurance, could result in significant capital expenditures.
In addition, in 2023, amendments to our BofA Revolver and our BMO Term Loan included 15 Table of Contents restrictions on our ability to make quarterly dividend distributions that exceed $0.01 per share of our common stock; provided, however, that notwithstanding such restrictions, we are permitted to make dividend distributions based on our good faith estimate of projected or estimated taxable income or otherwise as necessary to retain our status as a REIT, to meet the distribution requirements of Section 857 of the Internal Revenue Code or to eliminate any income or excise taxes to which we would otherwise be subject. ​ The real properties held by us may significantly decrease in value. ​ As of December 31, 2022, we owned 21 properties.
In addition, the BofA Term Loan, the BMO Term Loan, the Series A Notes and the Series B Notes include restrictions on our ability to make quarterly dividend distributions that exceed $0.01 per share of our common stock; provided, however, that notwithstanding such restrictions, we are permitted to make dividend distributions based on our good faith estimate of projected or estimated taxable income or otherwise as necessary to retain our status as a REIT, to meet the distribution requirements of Section 857 of the Internal Revenue Code or to eliminate any income or excise taxes to which we would otherwise be subject. ​ The real properties held by us may significantly decrease in value. ​ As of December 31, 2023, we owned 17 properties.
Such fluctuations may depress the market price of our common stock independent of the financial performance of FSP Corp.
Such fluctuations may depress the market price of our common stock independent of 15 Table of Contents the financial performance of FSP Corp.
Typical lease terms range from five to ten years, so up to approximately 20% of our rental revenue from commercial properties could be expected to expire each year. ​ We face risks of tenant-type concentration. ​ As of December 31, 2022, approximately 17%, 14% and 11% of our tenants as a percentage of the total rentable square feet operated in the energy services industry, the information technology and computer services industry and the non-legal professional services industry, respectively.
Typical lease terms range from five to ten years, so up to approximately 20% of our rental revenue from commercial properties could be expected to expire each year. ​ We face risks of tenant-type concentration. ​ As of December 31, 2023, approximately 19% and 13% of our tenants as a percentage of the total rentable square feet operated in the energy services industry and the information technology and computer services industry, respectively.
Economic conditions may be affected by numerous other factors, including but not limited to, inflation, increases in the levels of unemployment, energy prices, changes in currency exchange rates, uncertainty about government fiscal and tax policy, geopolitical events, the regulatory environment and the availability of credit.
Economic conditions may be affected by numerous other factors, including but not limited to, inflation and employment levels, energy prices, uncertainty about government fiscal, monetary, trade and tax policies, changes in currency exchange rates, the regulatory environment and the availability of credit.
However, within certain of those regions, we hold a larger concentration of our properties in Denver, Colorado — 34.4%, Dallas, Texas — 19.7%, Houston, Texas — 19.1% and Minneapolis, Minnesota — 12.1%. We are likely to face risks to the extent that any of these areas in which we hold a larger concentration of our properties suffer deteriorating economic conditions.
However, within certain of those regions, we hold a larger concentration of our properties in Denver, Colorado — 37.0%, Houston, Texas — 20.6%, Dallas, Texas — 17.6%, and Minneapolis, Minnesota — 13.1%. We are likely to face risks to the extent that any of these areas in which we hold a larger concentration of our properties suffer deteriorating economic conditions.
If the Sponsored REIT defaults on the Sponsored REIT Loan, the Sponsored REIT could be unable to fully repay the Sponsored REIT Loan and we may have to satisfy our obligations under our existing debt through other means, including without limitation, to the extent permitted, requesting additional draws, keeping balances outstanding, exercising any maturity date extension rights, seeking new debt, and/or using our cash balance.
If the Sponsored REIT defaults on the Sponsored REIT Loan, the Sponsored REIT could be unable to fully repay the Sponsored REIT Loan and we may have to satisfy our obligations under our existing debt through other means, including without limitation, keeping balances outstanding, seeking new debt, and/or using our cash balance.
A default under documents evidencing the BofA Revolver, the BMO Term Loan, the Series A Notes or the Series B Notes could materially and adversely affect our financial condition and results of operations. ​ An increase in interest rates would increase our interest costs on variable rate debt and could adversely impact our ability to refinance existing debt or sell assets. ​ As of December 31, 2022 and February 10, 2023, we had $48 million and $105 million, respectively, of borrowings under the BofA Revolver, including a borrowing of $40 million used to repay a portion of the BMO Term Loan on February 10, 2023.
A default under documents evidencing the BofA Term Loan, the BMO Term Loan, the Series A Notes or the Series B Notes could materially and adversely affect our financial condition and results of operations. ​ An increase in interest rates would increase our interest costs on variable rate debt and could adversely impact our ability to refinance existing debt or sell assets. ​ As of December 31, 2023 and February 21, 2024, we had $90 million and $67 million, respectively, outstanding under the BofA Term Loan.
We expect that there will be additional increases in the Federal Reserve benchmark rate. If interest rates continue to increase, then the interest costs on our unhedged variable rate debt will also increase, which could adversely affect our cash flow, our ability to pay principal and interest on our debt and our ability to make distributions to stockholders.
If interest rates continue to increase, then the interest costs on our unhedged variable rate debt will also increase, which could adversely affect our cash flow, our ability to pay principal and interest on our debt and our ability to make distributions to stockholders.
If we are unable to refinance the BofA Revolver, the BMO Term Loan, the Series A Notes or the Series B Notes at maturity or meet our payment obligations, the amount of our distributable cash flow and our financial condition would be adversely affected. ​ Failure to comply with covenants in the documents evidencing the BofA Revolver, the BMO Term Loan, the Series A Notes or the Series B Notes could adversely affect our financial condition. ​ The documents evidencing the BofA Revolver, the BMO Term Loan, the Series A Notes and the Series B Notes contain customary affirmative and negative covenants, including some or all of the following: limitations with respect to indebtedness, liens, investments, mergers and acquisitions, disposition of assets, changes in business, certain restricted payments, use of proceeds, the amount of cash and cash equivalents that we can have on our balance sheet after giving effect to an advance, repurchases and redemptions of our common stock, going concern qualifications to our financial 9 Table of Contents statements, and the requirement to have subsidiaries provide a guaranty in the event that they incur recourse indebtedness and transactions with affiliates.
If we are unable to refinance the BofA Term Loan, the BMO Term Loan, the Series A Notes or the Series B Notes at maturity or meet our payment obligations, the amount of our distributable cash flow and our financial condition would be adversely affected. ​ Failure to comply with covenants in the documents evidencing the BofA Term Loan, the BMO Term Loan, the Series A Notes or the Series B Notes could adversely affect our financial condition. ​ The documents evidencing the BofA Term Loan, the BMO Term Loan, the Series A Notes and the Series B Notes contain customary affirmative and negative covenants, including some or all of the following: limitations with respect to indebtedness, liens, investments, mergers and acquisitions, disposition of assets, use of net cash proceeds from the disposition of properties, assets and equity issuances, mandatory prepayments, the requirement to have certain subsidiaries provide guarantees, the requirement to pledge our equity interests in certain subsidiaries as collateral, changes in business, certain restricted payments, repurchases and redemptions of our common stock, going concern qualifications to our financial statements, and transactions with affiliates.
These situations could lead to increased rent delinquencies and/or defaults under leases, a lower demand for rentable space leading to increased concessions or lower occupancy, increased tenant improvement capital expenditures, or reduced rental rates to maintain occupancies.
Some of our tenants have requested rent concessions and more tenants may request rent concessions or may not pay rent in the future. These situations could lead to increased rent delinquencies and/or defaults under leases, a lower demand for rentable space leading to increased concessions or lower occupancy, increased tenant improvement capital expenditures, or reduced rental rates to maintain occupancies.
The documents evidencing the BofA Revolver, the BMO Term Loan, the Series A Notes and the Series B Notes contain some or all of the following financial covenants: minimum tangible net worth; maximum leverage ratio; maximum secured leverage ratio; maximum secured recourse leverage ratio; minimum fixed charge coverage ratio; maximum unencumbered leverage ratio; and minimum unsecured interest coverage.
The documents evidencing the BofA Term Loan, the BMO Term Loan, the Series A Notes and the Series B Notes contain the following financial covenants: minimum tangible net worth; maximum leverage ratio; maximum secured leverage ratio; maximum secured recourse leverage ratio; minimum fixed charge coverage ratio; maximum unencumbered leverage ratio; and minimum unsecured interest coverage. ​ 8 Table of Contents Our continued general compliance with the BofA Term Loan, the BMO Term Loan, the Series A Notes and the Series B Notes is subject to ongoing compliance with our financial and other covenants.
Because economic conditions in the United States may affect the demand for office space, real estate values, occupancy levels and property income, current and future economic conditions in the United States, including slower growth, stock market volatility or recession fears, could have a material adverse impact on our earnings and financial condition.
Because economic conditions directly affect the demand for office space, our primary income producing asset, broad economic market conditions in the United States, including uncertainty over interest rates, slower growth, stock market volatility or recession fears, could have a material adverse effect on our earnings and financial condition.
If we breach covenants in the documents evidencing the BofA Revolver, the BMO Term Loan, the Series A Notes or the Series B Notes, the lenders can declare a default.
Under those circumstances, other sources of capital may not be available to us, or be available only on unattractive terms. ​ If we breach covenants in the documents evidencing the BofA Term Loan, the BMO Term Loan, the Series A Notes or the Series B Notes, the lenders can declare a default.
Credit rating reductions or other negative actions by one or more rating agencies could adversely affect our access to funding sources, the cost and other terms of obtaining funding as well as our overall financial condition, operating results and cash flow. ​ Risks Related to our Operations and Properties ​ Economic conditions in the United States could have a material adverse impact on our earnings and financial condition. ​ The economic outlook in the United States is uncertain and facing recessionary concerns, including as a result of the ongoing effects of negative gross domestic product growth, the COVID-19 pandemic, rising inflation, increasing interest rates, supply chain disruptions and the conflict between Russia and Ukraine.
Credit rating reductions or other negative actions by one or more rating agencies could adversely affect our access to funding sources, the cost and other terms of obtaining funding as well as our overall financial condition, operating results and cash flow. ​ 9 Table of Contents Risks Related to our Operations and Properties ​ The long-term impact of the COVID-19 pandemic may continue to have an adverse impact on our financial condition and results of operations.
Borrowings under the BofA Revolver, which may not exceed $150 million (subject to future reductions to $125 million on October 1, 2023 and to $100 million on April 1, 2024) outstanding at any time, bear interest at variable rates based on a spread over SOFR, from which we may incur additional indebtedness in the future. ​ As of December 31, 2022 and February 10, 2023, we had $165 million and $125 million, respectively, outstanding under the BMO Term Loan.
Interest on the BofA Term Loan bears interest at variable rates based on a spread over SOFR and includes a 5.00% floor on SOFR. ​ As of December 31, 2023 and February 21, 2024, we had $115 million and $86 million, respectively, outstanding under the BMO Term Loan.
The impact will depend on future developments that are generally beyond our knowledge or control, including the severity and containment of certain COVID-19 variants and the continued duration and severity of the pandemic COVID-19 and the current financial, economic and capital markets environment, and future developments in these and other areas, present uncertainty and risk with respect to our performance, financial condition, results of operations, cash flows, and the price of our common stock . ​ Risks Related to our Indebtedness ​ If our one remaining Sponsored REIT defaults on its Sponsored REIT Loan, we may be required to request additional draws, keep balances outstanding on our existing debt, exercise any maturity date extension rights, seek new debt or use our cash balance to repay our existing debt, which may reduce cash available for distribution to our stockholders or for other corporate purposes. ​ We have one remaining secured loan to a Sponsored REIT in the form of a mortgage loan, which we refer to as the Sponsored REIT Loan.
Risk Factors ​ The following material factors, among others, could cause actual results to differ materially from those indicated by forward-looking statements made in this Annual Report on Form 10-K and presented elsewhere by management from time-to-time. ​ Risks Related to our Indebtedness ​ If our one remaining Sponsored REIT defaults on its Sponsored REIT Loan, we may be required to keep balances outstanding on our existing debt, seek new debt or use our cash balance to repay our existing debt, which may reduce cash available for distribution to our stockholders or for other corporate purposes. ​ We have one remaining secured loan to a Sponsored REIT in the form of a mortgage loan, which we refer to as the Sponsored REIT Loan.
In addition, subject to certain tax-related exceptions, the documents evidencing the BofA Revolver and the BMO Term Loan restrict our ability to make quarterly dividend distributions that exceed $0.01 per share of our common stock.
In addition, subject to certain tax-related exceptions, the documents evidencing the BofA Term Loan, the BMO Term Loan, the Series A Notes and the Series B Notes restrict our ability to make quarterly dividend distributions that exceed $0.01 per share of our common stock; provided, however, that notwithstanding such restriction, we are permitted to make dividend distributions based on our good faith estimate of projected or estimated taxable income or otherwise as necessary to retain our status as a real estate investment trust, to meet the distribution requirements of Section 857 of the Internal Revenue Code or to eliminate any income or excise taxes to which we would otherwise be subject.
On February 8, 2023, we terminated all remaining interest rate swaps applicable to the BMO Term Loan and, on February 10, 2023, we received an aggregate of approximately $4.3 million as a result of such terminations . ​ During 2022 and as of February 10, 2023, the Federal Reserve raised the federal funds rate target several times, most recently by 25 basis points on February 1, 2023, to a range of 4.50% to 4.75% and indicated that ongoing increases in the target range will be appropriate.
Interest on the BMO Term Loan bears interest at variable rates based on a spread over SOFR and includes a 5.00% floor on SOFR. ​ During 2023, the Federal Reserve raised the federal funds rate target several times, most recently increasing it by 25 basis points on July 26, 2023, to a range of 5.25% to 5.50%.
Removed
Risk Factors ​ The following material factors, among others, could cause actual results to differ materially from those indicated by forward-looking statements made in this Annual Report on Form 10-K and presented elsewhere by management from time-to-time. ​ Risks Related to the COVID-19 Pandemic ​ The COVID-19 pandemic has caused severe disruptions in the U.S. and global economies and has had and is expected to continue to have an adverse impact on our financial condition and results of operations.
Added
Management’s Discussion and Analysis of Financial Condition and Results of Operations) upon their respective maturities, or that any such refinancings would be on terms as favorable as the terms of the BofA Term Loan, the BMO Term Loan, the Series A Notes, or the Series B Notes, or that we will be able to otherwise obtain funds by selling assets or raising equity to make required payments on the BofA Term Loan, the BMO Term Loan, the Series A Notes or the Series B Notes.
Removed
This impact could be materially adverse to the extent that the current COVID-19 pandemic, or future pandemics, cause tenants to be unable to pay their rent or reduce the demand for commercial real estate, or cause other impacts described below. ​ The COVID-19 pandemic has adversely impacted global economic activity and has contributed to significant volatility and negative pressure in financial markets. ​ Any ongoing negative economic impacts arising from the pandemic or any prolongation or worsening of the pandemic, including as a result of additional waves or variants of the COVID-19 disease, or the emergence of another future pandemic, could adversely affect us and/or our tenants due to, among other factors: ​ ● the unavailability of personnel, including our executive officers and other leaders that are part of our management team, and the inability to recruit, attract and retain skilled personnel; ​ ● difficulty accessing debt and equity capital on attractive terms, or at all-a severe disruption and instability in the global financial markets or deteriorations in credit and financing conditions may affect our and our tenants' ability to access capital necessary to fund business operations or replace or renew maturing liabilities on a timely basis on attractive terms, and may adversely affect the valuation of financial assets and liabilities, any of which could affect our ability to meet liquidity and capital expenditure requirements or have a material adverse effect on our business, financial condition, results of operations and cash flows; ​ ● delays in the supply of products or services from the vendors that are needed to operate effectively, including without limitation, the ability to complete construction on time and on budget; ​ ● a reduction in demand for oil as a result of decreased economic activity which, if sustained, could have an adverse impact on occupancy and rental rates in the markets where we own properties, including energy-influenced markets such as Dallas, Denver and Houston, where we have a significant concentration of properties; and ​ ● tenants’ inability to pay rent on their leases or our inability to re-lease space that is or becomes vacant, which inability, if extreme, could cause us to: (i) no longer be able to maintain the payment of dividends in order to preserve liquidity and (ii) be unable to meet our debt obligations to lenders, and/or be unable to meet debt covenants, either of which could trigger a default or defaults and cause us to have to sell properties or refinance debt on unattractive terms. ​ The COVID-19 pandemic has adversely impacted our properties and operating results and will continue to do so to the extent it reduces occupancy, increases the cost of operation, results in decreased rental receipts or results in increased borrowings. ​ Some of our existing tenants and potential tenants operate in businesses and industries that continue to be adversely affected by the disruption to business caused by this pandemic.
Added
This impact could be materially adverse to the extent that the long-term impact of the COVID-19 pandemic, or future pandemics, cause tenants to be unable to pay their rent or reduce the demand for commercial real estate, or cause other impacts described below. ​ The COVID-19 pandemic has adversely impacted our properties and operating results and continues to present material uncertainty and risk with respect to the performance of our properties and our financial results.
Removed
Some of our tenants have requested rent 8 Table of Contents concessions and more tenants may request rent concessions or may not pay rent in the future.
Added
Considerable uncertainty still surrounds the long-term impact of the COVID-19 pandemic and its potential effects on the population, including the spread of more contagious variants of the virus, and on the commercial real estate market and our business. Many of our tenants still do not fully occupy the space that they lease.
Removed
Our operations could be materially negatively affected if the economic downturn is prolonged, which could adversely affect our operating results, our ability to pay dividends, our ability to repay or refinance our existing indebtedness, and the price of our common stock. ​ The full extent of the impact and effects of the COVID-19 pandemic on our future financial performance, as a whole, and, specifically, on our real estate property holdings, are uncertain at this time.
Added
Any ongoing negative impacts from the COVID-19 pandemic could adversely affect us and/or our tenants due to, among other factors: the potential negative impact to the businesses of our tenants, the impact of work-from-home and return-to-work policies, the potential negative impact to leasing efforts and occupancy at our properties, uncertainty regarding future rent collection levels or requests for rent concessions from our tenants, the occurrence of a default under any of our debt agreements, the potential for increased borrowing costs, negative impacts on our ability to refinance existing indebtedness or to secure new sources of capital on favorable terms, fluctuations in our level of dividends, increased costs of operations, making more difficult our ability to complete required capital expenditures in a timely manner and on budget, decreases in values of our real estate assets, changes in law and/or regulation, and uncertainty regarding government and regulatory policy. ​ Some of our existing tenants and potential tenants operate in businesses and industries that continue to be adversely affected by the continuing disruption to business as a result of the COVID-19 pandemic.
Removed
Our continued ability to borrow under the BofA Revolver and our continued general compliance with the BofA Revolver, the BMO Term Loan, the Series A Notes and the Series B Notes is subject to ongoing compliance with our financial and other covenants.
Added
Our operations could be materially negatively affected if the economic downturn is prolonged, which could adversely affect our operating results, our ability to pay dividends, our ability to repay or refinance our existing indebtedness, and the price of our common stock. ​ Economic conditions in the United States could have a material adverse impact on our earnings and financial condition. ​ Although recent indicators suggest that economic activity has expanded at a modest pace, the global economy continues to experience significant disruptions and uncertainty as a result of various factors, including geopolitical events such as the wars between Russia and Ukraine and between Israel and Hamas, a U.S. designated Foreign Terrorist Organization, in the Gaza Strip and ongoing conflicts in various other parts of the Middle East, increasing tensions with China, the long-term impact of the COVID-19 pandemic and continuing supply chain difficulties.
Removed
Under those circumstances, other sources of capital may not be available to us, or be available only on unattractive terms. ​ We may continue to borrow under the BofA Revolver for permitted investments and for working capital and other general business purposes, including for building improvements, tenant improvements and leasing commissions, all to the extent permitted under the applicable documents.
Removed
The BMO Term Loan consists of a $165 million tranche B term loan, $40 million of which was repaid on February 10, 2023. On or before April 1, 2024, we are required to repay an additional $25 million of the BMO Term Loan.
Removed
Effective February 10, 2023, interest on the BMO Term Loan became variable based on a spread over SOFR. Previously, interest on the BMO Term Loan was variable based on a spread over LIBOR.
Removed
On August 26, 2013, we fixed the base LIBOR rate on the BMO Term Loan at 2.32% per annum until August 26, 2020 by entering into an interest rate swap agreement.
Removed
On February 20, 2019, we fixed the base LIBOR rate on the BMO Term Loan at 2.39% per annum for the period beginning August 26, 2020 and ending on January 31, 2024, by entering into interest rate swap agreements.
Removed
As of the date of this report, the continuing impact of the COVID-19 pandemic and increased interest rates continue to adversely affect the demand for office space.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changePercent Approx. ​ ​ Date of ​ Square ​ Leased as ​ Number ​ ​ Property Location ​ Purchase (1) ​ Feet ​ of 12/31/22 ​ of Tenants ​ Major Tenants (2) Minneapolis, MN 55402 ​ ​ ​ ​ ​ ​ ​ ​ ​ Greater Minneapolis Convention & Visitor Association ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Deluxe Corporation ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 5100 & 5160 Tennyson Pkwy 3/10/11 209,461 49.0 % 5 ARK-LA-TEX Financial Services, LLC ​ Plano, TX 75024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 7500 Dallas Parkway 3/24/11 214,110 64.7 % 9 Bread Financial Payments, Inc. ​ Plano, TX 75024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 10370 & 10350 Richmond Ave. 11/1/12 629,025 63.5 % 40 See Footnote 3 ​ Houston, TX 77042 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 1999 Broadway 5/22/13 680,255 66.9 % 36 United States Government ​ Denver, CO 80202 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 1001 17th Street 8/28/13 657,816 70.2 % 15 Hall and Evans, LLC ​ Denver, CO 80202 ​ ​ ​ ​ ​ ​ ​ ​ Ping Identity Corp. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Permian Resources Operating, LLC ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 45 South Seventh Street 6/6/16 330,096 79.3 % 23 PricewaterhouseCoopers LLP ​ Minneapolis, MN 55402 ​ ​ ​ ​ ​ ​ ​ ​ Haworth Marketing & Media Company ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 1420 Peachtree Street, NE 8/10/16 160,145 79.2 % 4 Swift, Currie, McGhee & Hiers, LLP ​ Atlanta, GA 30309 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 600 17th Street 12/1/16 611,163 78.3 % 32 EOG Resources, Inc. ​ Denver, CO 80202 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Owned Portfolio ​ ​ ​ 6,239,530 ​ 75.6 % ​ ​ ​ ​ ​ (1) Date of purchase or merged entity date of purchase.
Biggest changeSouth ​ 6/29/10 129,691 91.8 % 3 ​ Workbox Marquette MN, LLC ​ 18 Table of Contents Minneapolis, MN 55402 ​ ​ ​ ​ ​ ​ ​ ​ ​ Greater Minneapolis Convention & Visitor Association ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Deluxe Corporation ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 5100 & 5160 Tennyson Parkway 3/10/11 209,461 56.6 % 6 ARK-LA-TEX Financial Services, LLC ​ Plano, TX 75024 ​ ​ ​ ​ ​ ​ ​ ​ ​ CountryPlace Mortgage, LTD ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 10370 & 10350 Richmond Ave. 11/1/12 629,025 62.7 % 41 See Footnote 3 ​ Houston, TX 77042 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 1999 Broadway 5/22/13 682,639 51.7 % 32 United States Government ​ Denver, CO 80202 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 1001 17th Street 8/28/13 649,235 71.1 % 16 Permian Resources Operating, LLC ​ Denver CO, 80202 ​ ​ ​ ​ ​ ​ ​ ​ ​ Hall and Evans, LLC ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ping Identity Corp. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 45 South Seventh Street 6/6/16 330,096 62.3 % 18 PwC US Group ​ Minneapolis, MN 55402 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 1420 Peachtree Street, NE 8/10/16 160,145 79.8 % 4 Swift, Currie, McGhee & Hiers, LLP ​ Atlanta, GA 30309 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 600 17th Street 12/1/16 612,135 81.7 % 36 EOG Resources, Inc. ​ Denver, CO 80202 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 120 Monument Circle ​ 1/1/23 ​ 213,760 ​ 4.1 % 2 ​ See Footnote 3 ​ Indianapolis, IN ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Owned & Consolidated Portfolio ​ ​ ​ 5,779,542 ​ 71.5 % ​ ​ ​ ​ ​ (1) Date of purchase or merged entity date of purchase.
We believe that our properties are adequately covered by insurance as of December 31, 2022. 19 Table of Contents The information presented below provides the weighted average GAAP rent per square foot for the year ended December 31, 2022 for our properties and weighted occupancy square feet and percentages. GAAP rent includes the impact of tenant concessions and reimbursements.
We believe that our properties are adequately covered by insurance as of December 31, 2023. ​ 19 Table of Contents The information presented below provides the weighted average GAAP rent per square foot for the year ended December 31, 2023 for our properties and weighted occupancy square feet and percentages. GAAP rent includes the impact of tenant concessions and reimbursements.
Tenants with lease maturities in different years are included in annual totals for each lease. Tenants may have multiple leases in the same year. (b) Annualized rent represents the monthly rent charged, including tenant reimbursements, for each lease in effect at December 31, 2022 multiplied by 12.
Tenants with lease maturities in different years are included in annual totals for each lease. Tenants may have multiple leases in the same year. (b) Annualized rent represents the monthly rent charged, including tenant reimbursements, for each lease in effect at December 31, 2023 multiplied by 12.
We have no other material undeveloped or unimproved properties, or proposed programs for material renovation or development of any of our properties in 2023.
We have no other material undeveloped or unimproved properties, or proposed programs for material renovation or development of any of our properties in 2024.
Item 2. Properties ​ Set forth below is information regarding our properties as of December 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Approx.
Item 2. Properties ​ Set forth below is information regarding our properties as of December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Approx.
Tenant reimbursements generally include payment of real estate taxes, operating expenses and common area maintenance and utility charges. (c) Includes 3 leases that are month-to-month. (d) Includes 87,695 square feet that are non-revenue producing building amenities. ​ ​ ​
Tenant reimbursements generally include payment of real estate taxes, operating expenses and common area maintenance and utility charges. (c) Includes 4 leases that are month-to-month. (d) Includes 61,623 square feet that are non-revenue producing building amenities. ​ ​
This table does not include information about properties held by our investments in nonconsolidated REITs or those which we have provided Sponsored REIT Loans. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Occupied ​ Weighted ​ ​ ​ ​ ​ ​ Year Built ​ ​ ​ Weighted ​ Percentage as of ​ Average ​ ​ ​ ​ ​ ​ or ​ Net Rentable ​ Occupied ​ December 31, ​ Rent per Occupied Property Name ​ City ​ State ​ Renovated ​ Square Feet ​ Sq.
This table does not include information about properties held by our investments in nonconsolidated REITs. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Occupied ​ Weighted ​ ​ ​ ​ ​ ​ Year Built ​ ​ ​ Weighted ​ Percentage as of ​ Average ​ ​ ​ ​ ​ ​ or ​ Net Rentable ​ Occupied ​ December 31, ​ Rent per Occupied Property Name ​ City ​ State ​ Renovated ​ Square Feet ​ Sq.
Greenville Ave. 3/3/03 300,887 96.1 % 8 ARGO Data Resource Corp. ​ Richardson, TX 75081 ​ ​ ​ ​ ​ ​ ​ ​ EMC Corporation ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Id Software, LLC ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 5600, 5620 & 5640 Cox Road 7/16/03 298,183 47.8 % 4 ChemTreat, Inc. ​ Glen Allen, VA 23060 ​ ​ ​ ​ ​ ​ ​ ​ General Electric Company ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 5505 Blue Lagoon Drive 11/6/03 213,182 98.5 % 2 ​ Lennar Homes, LLC ​ Miami, FL 33126 ​ ​ ​ ​ ​ ​ ​ ​ ​ Unique Vacations, Inc. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 1293 Eldridge Parkway 1/16/04 248,399 100.0 % 1 CITGO Petroleum Corporation ​ Houston, TX 77077 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 6550 & 6560 Greenwood Plaza 2/24/05 196,236 66.3 % 2 Kaiser Foundation Health Plan ​ Englewood, CO 80111 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 16290 Katy Freeway 9/28/05 156,746 95.0 % 7 Olin Corporation ​ Houston, TX 77094 ​ ​ ​ ​ ​ ​ ​ ​ Hargrove and Associates, Inc. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Bluware, Inc. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 5055 & 5057 Keller Springs Rd. 2/24/06 217,779 72.9 % 24 See Footnote 3 ​ Addison, TX 75001 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 121 South Eighth Street 6/29/10 298,121 85.2 % 36 Schwegman, Lundberg & Woessner ​ Minneapolis, MN 55402 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 801 Marquette Ave.
Greenville Ave. 3/3/03 300,887 85.5 % 8 ARGO Data Resource Corp. ​ Richardson, TX 75081 ​ ​ ​ ​ ​ ​ ​ ​ EMC Corporation ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ID Software, LLC ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 5600, 5620 & 5640 Cox Road 7/16/03 298,183 90.5 % 5 Commonwealth of Virginia ​ Glen Allen, VA 23060 ​ ​ ​ ​ ​ ​ ​ ​ ​ ChemTreat, Inc. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ GE Vernova International LLC ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 1293 Eldridge Parkway 1/16/04 248,399 100.0 % 1 CITGO Petroleum Corporation ​ Houston, TX 77077 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 6550 & 6560 Greenwood Plaza 2/24/05 196,236 66.3 % 2 Kaiser Foundation Health Plan, Inc. ​ Englewood, CO 80111 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 16290 Katy Freeway 9/28/05 156,746 95.0 % 7 Olin Corporation ​ Houston, TX 77094 ​ ​ ​ ​ ​ ​ ​ ​ Hargrove and Associates, Inc. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Bluware, Inc. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 5055 & 5057 Keller Springs Rd. 2/24/06 217,841 80.2 % 22 See Footnote 3 ​ Addison, TX 75001 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 121 South Eighth Street 6/29/10 298,121 80.5 % 35 Schwegman, Lundberg & Woessner ​ Minneapolis, MN 55402 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 801 Marquette Ave.
Percent Approx. ​ ​ Date of ​ Square ​ Leased as ​ Number ​ ​ Property Location ​ Purchase (1) ​ Feet ​ of 12/31/22 ​ of Tenants ​ Major Tenants (2) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Office ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 600 Forest Point Circle 7/8/99 64,198 78.4 % 2 ​ Willis Towers Watson Southeast Inc. ​ Charlotte, NC 28273 ​ ​ ​ ​ ​ ​ ​ ​ ​ Flexential Corp. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 50 Northwest Point Rd. 12/5/01 177,095 100.0 % 2 Citicorp Credit Services, Inc. ​ Elk Grove Village, IL 60005 ​ ​ ​ ​ ​ ​ ​ ​ ​ NCS Pearson, Inc. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 16285 Park Ten Place 6/27/02 157,609 78.1 % 8 Blade Energy Partners, Ltd. ​ Houston, TX 77084 ​ ​ ​ ​ ​ ​ ​ ​ Ranger Oil Corporation ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 15601 Dallas Parkway 9/30/02 289,333 83.0 % 14 Cyxtera Management Inc. ​ Addison, TX 75001 ​ ​ ​ ​ ​ ​ ​ ​ ​ WDT Acquisition Corporation ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Aerotek, Inc. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ CarOffer, LLC ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 1500 & 1600 N.
Percent Approx. ​ ​ Date of ​ Square ​ Leased as ​ Number ​ ​ Property Location ​ Purchase (1) ​ Feet ​ of 12/31/23 ​ of Tenants ​ Major Tenants (2) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Office ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 16285 Park Ten Place 6/27/02 157,609 83.8 % 7 Blade Energy Partners, Ltd. ​ Houston, TX 77084 ​ ​ ​ ​ ​ ​ ​ ​ ​ Baytex Energy USA, Inc. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Edge Engineering & Science, LLC ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 15601 Dallas Parkway 9/30/02 289,333 83.0 % 14 Cyxtera Management Inc. ​ Addison, TX 75001 ​ ​ ​ ​ ​ ​ ​ ​ ​ WDT Acquisition Corporation ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Aerotek, Inc. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ CarOffer, LLC ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 1500 & 1600 N.
Ft. ​ 2022 (a) ​ Square Feet (b) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Forest Park ​ Charlotte ​ NC ​ 1999/2020 ​ 64,198 ​ 50,331 ​ 78.4 % $ 23.65 ​ Innsbrook ​ Glen Allen ​ VA ​ 1999 ​ 298,183 ​ 144,738 ​ 48.5 % 18.91 ​ East total ​ ​ ​ ​ ​ ​ ​ 362,381 ​ 195,069 ​ 53.8 % 20.13 ​ Northwest Point ​ Elk Grove Village ​ IL ​ 1999 ​ 177,095 ​ 177,095 ​ 100.0 % 31.64 ​ 121 South 8th Street ​ Minneapolis ​ MN ​ 1974 ​ 298,121 ​ 263,867 ​ 88.5 % 25.10 ​ 801 Marquette Ave ​ Minneapolis ​ MN ​ 1923/2017 ​ 129,691 ​ 109,913 ​ 84.8 % ​ 23.92 ​ Plaza Seven ​ Minneapolis ​ MN ​ 1987 ​ 330,096 ​ 268,005 ​ 81.2 % 33.28 ​ Midwest total ​ ​ ​ ​ ​ ​ ​ 935,003 ​ 818,880 ​ 87.6 % 29.03 ​ Blue Lagoon Drive ​ Miami ​ FL ​ 2002/2021 ​ 213,182 ​ 156,795 ​ 73.6 % ​ 33.10 ​ Park Ten ​ Houston ​ TX ​ 1999 ​ 157,609 ​ 113,431 ​ 72.0 % 29.09 ​ Addison Circle ​ Addison ​ TX ​ 1999 ​ 289,333 ​ 206,989 ​ 71.5 % 34.49 ​ Collins Crossing ​ Richardson ​ TX ​ 1999 ​ 300,887 ​ 261,772 87.0 % ​ 27.06 ​ Eldridge Green ​ Houston ​ TX ​ 1999 ​ 248,399 ​ 248,399 100.0 % ​ 26.11 ​ Park Ten Phase II ​ Houston ​ TX ​ 2006 ​ 156,746 ​ 148,924 95.0 % ​ 28.63 ​ Liberty Plaza ​ Addison ​ TX ​ 1985 ​ 217,779 ​ 155,429 71.4 % ​ 24.56 ​ Legacy Tennyson Center ​ Plano ​ TX ​ 1999/2008 ​ 209,461 ​ 88,225 42.1 % ​ 30.37 ​ One Legacy Circle ​ Plano ​ TX ​ 2008 ​ 214,110 ​ 128,166 59.9 % ​ 37.31 ​ Westchase I & II ​ Houston ​ TX ​ 1983/2008 ​ 629,025 ​ 354,267 56.3 % ​ 26.68 ​ Pershing Park Plaza ​ Atlanta ​ GA ​ 1989 ​ 160,145 ​ 54,994 ​ 34.3 % ​ 33.44 ​ South Total ​ ​ ​ ​ ​ ​ ​ 2,796,676 ​ 1,917,391 68.6 % ​ 29.22 ​ 1999 Broadway ​ Denver ​ CO ​ 1986 ​ 680,255 ​ 453,050 66.6 % ​ 34.02 ​ 1001 17th Street ​ Denver ​ CO ​ 1977/2006 ​ 657,816 ​ 502,703 76.4 % ​ 35.48 ​ 600 17th Street ​ Denver ​ CO ​ 1982 ​ 611,163 ​ 472,674 77.3 % ​ 34.38 ​ Greenwood Plaza ​ Englewood ​ CO ​ 2000 ​ 196,236 ​ 152,083 77.5 % ​ 28.08 ​ West Total ​ ​ ​ ​ ​ ​ ​ 2,145,470 ​ 1,580,510 73.7 % ​ 34.02 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Owned Properties ​ ​ ​ ​ ​ ​ ​ 6,239,530 ​ 4,511,850 ​ 72.3 % $ 30.48 ​ (a) Based on weighted occupied square feet for the year ended December 31, 2022, including month-to-month tenants, divided by the property’s net rentable square footage.
Ft. ​ 2023 (a) ​ Square Feet (b) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Innsbrook ​ Glen Allen ​ VA ​ 1999 ​ 298,183 ​ 142,382 ​ 47.8 % 18.69 ​ East Total ​ ​ ​ ​ ​ ​ ​ 298,183 ​ 142,382 ​ 47.8 % 18.69 ​ 120 Monument Circle ​ Indianapolis ​ IN ​ 1992 ​ 213,760 ​ 8,722 ​ 4.1 % ​ 31.77 ​ 121 South 8th Street ​ Minneapolis ​ MN ​ 1974 ​ 298,121 ​ 243,088 ​ 81.5 % 25.28 ​ 801 Marquette Ave ​ Minneapolis ​ MN ​ 1923/2017 ​ 129,691 ​ 119,108 ​ 91.8 % ​ 24.38 ​ Plaza Seven ​ Minneapolis ​ MN ​ 1987 ​ 330,096 ​ 211,162 ​ 64.0 % 30.03 ​ Midwest Total ​ ​ ​ ​ ​ ​ ​ 971,668 ​ 582,080 ​ 59.9 % 26.91 ​ Park Ten ​ Houston ​ TX ​ 1999 ​ 157,609 ​ 125,157 ​ 79.4 % 28.86 ​ Addison Circle ​ Addison ​ TX ​ 1999 ​ 289,333 ​ 240,175 ​ 83.0 % 35.58 ​ Collins Crossing (c) ​ Richardson ​ TX ​ 1999 ​ 300,887 ​ 278,381 92.5 % ​ 27.10 ​ Eldridge Green ​ Houston ​ TX ​ 1999 ​ 248,399 ​ 248,399 100.0 % ​ 26.82 ​ Park Ten Phase II ​ Houston ​ TX ​ 2006 ​ 156,746 ​ 148,924 95.0 % ​ 29.42 ​ Liberty Plaza ​ Addison ​ TX ​ 1985 ​ 217,841 ​ 157,107 72.1 % ​ 24.65 ​ Legacy Tennyson Center ​ Plano ​ TX ​ 1999/2008 ​ 209,461 ​ 98,510 47.0 % ​ 30.96 ​ Westchase I & II ​ Houston ​ TX ​ 1983/2008 ​ 629,025 ​ 370,118 58.8 % ​ 26.49 ​ Pershing Park Plaza (c) ​ Atlanta ​ GA ​ 1989 ​ 160,145 ​ 127,796 ​ 79.8 % ​ 38.51 ​ South Total ​ ​ ​ ​ ​ ​ ​ 2,369,446 ​ 1,794,567 75.7 % ​ 29.20 ​ 1999 Broadway ​ Denver ​ CO ​ 1986 ​ 682,639 ​ 407,194 59.7 % ​ 33.97 ​ 1001 17th Street ​ Denver ​ CO ​ 1977/2006 ​ 649,235 ​ 456,542 70.3 % ​ 39.04 ​ 600 17th Street ​ Denver ​ CO ​ 1982 ​ 612,135 ​ 484,934 79.2 % ​ 34.29 ​ Greenwood Plaza ​ Englewood ​ CO ​ 2000 ​ 196,236 ​ 130,006 66.3 % ​ 29.16 ​ West Total ​ ​ ​ ​ ​ ​ ​ 2,140,245 ​ 1,478,676 69.1 % ​ 35.22 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Owned & Consolidated Properties ​ ​ ​ ​ ​ ​ ​ 5,779,542 ​ 3,997,705 ​ 69.2 % $ 30.72 ​ (a) Based on weighted occupied square feet for the year ended December 31, 2023, including month-to-month tenants, divided by the property’s net rentable square footage.
(b) Represents annualized GAAP rental revenue for the year ended December 31, 2022 per weighted occupied square foot. ​ ​ 20 Table of Contents The information presented below is a lease expiration table for ten years and thereafter, stating (i) the number of tenants whose leases will expire, (ii) the total area in square feet covered by such leases, (iii) the annual rental represented by such leases in dollars and by square feet, and (iv) the percentage of gross annual rental represented by such leases. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Rentable ​ ​ ​ ​ Annualized ​ Percentage ​ ​ ​ ​ ​ Number of ​ Square ​ ​ ​ ​ Rent ​ of Total ​ ​ ​ Year of ​ Leases ​ Footage ​ Annualized ​ Per Square ​ Annualized ​ ​ ​ Lease ​ Expiring ​ Subject to ​ Rent Under ​ Foot Under ​ Rent Under ​ ​ ​ Expiration ​ Within the ​ Expiring ​ Expiring ​ Expiring ​ Expiring ​ Cumulative ​ December 31, Year (a) Leases Leases (b) Leases Leases Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ 47 (c) 398,204 ​ $ 12,594,621 ​ $ 31.63 ​ 9.2 % 9.2 % 2024 ​ 49 ​ 862,393 ​ ​ 27,667,475 ​ ​ 32.08 ​ 20.3 % 29.5 % 2025 ​ 54 ​ 429,146 ​ ​ 14,038,512 ​ ​ 32.71 ​ 10.3 % 39.8 % 2026 ​ 36 ​ 612,913 ​ ​ 21,289,129 ​ ​ 34.73 ​ 15.6 % 55.4 % 2027 ​ 20 ​ 307,689 ​ ​ 9,694,824 ​ ​ 31.51 ​ 7.1 % 62.5 % 2028 ​ 19 ​ 278,620 ​ ​ 8,125,556 ​ ​ 29.16 ​ 6.0 % 68.5 % 2029 ​ 15 ​ 344,550 ​ ​ 10,011,705 ​ ​ 29.06 ​ 7.3 % 75.8 % 2030 ​ 11 ​ 292,715 ​ ​ 8,077,513 ​ ​ 27.60 ​ 5.9 % 81.7 % 2031 ​ 8 ​ 271,904 ​ ​ 9,952,632 ​ ​ 36.60 ​ 7.3 % 89.0 % 2032 ​ — ​ — ​ ​ — ​ ​ — ​ — % 89.0 % 2033 and thereafter ​ 44 ​ 917,408 (d) ​ 15,053,359 ​ ​ 16.41 ​ 11.0 % 100.0 % Leased total ​ 303 ​ 4,715,542 ​ $ 136,505,326 ​ $ 28.95 ​ 100.0 % ​ ​ Vacancies as of 12/31/22 ​ ​ ​ 1,523,988 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Portfolio Square Footage ​ ​ ​ 6,239,530 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (a) The number of leases approximates the number of tenants.
(c) Properties were classified as assets held for sale as of December 31, 2023. ​ 20 Table of Contents The information presented below is a lease expiration table for ten years and thereafter, stating (i) the number of tenants whose leases will expire, (ii) the total area in square feet covered by such leases, (iii) the annual rental represented by such leases in dollars and by square feet, and (iv) the percentage of gross annual rental represented by such leases. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Rentable ​ ​ ​ ​ Annualized ​ Percentage ​ ​ ​ ​ ​ Number of ​ Square ​ ​ ​ ​ Rent ​ of Total ​ ​ ​ Year of ​ Leases ​ Footage ​ Annualized ​ Per Square ​ Annualized ​ ​ ​ Lease ​ Expiring ​ Subject to ​ Rent Under ​ Foot Under ​ Rent Under ​ ​ ​ Expiration ​ Within the ​ Expiring ​ Expiring ​ Expiring ​ Expiring ​ Cumulative ​ December 31, Year (a) Leases Leases (b) Leases Leases Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 ​ 47 (c) 518,878 ​ $ 15,816,296 ​ $ 30.48 ​ 12.5 % 12.5 % 2025 ​ 55 ​ 437,374 ​ ​ 14,785,284 ​ ​ 33.80 ​ 11.7 % 24.2 % 2026 ​ 43 ​ 567,886 ​ ​ 20,136,729 ​ ​ 35.46 ​ 15.9 % 40.1 % 2027 ​ 26 ​ 330,757 ​ ​ 10,530,650 ​ ​ 31.84 ​ 8.3 % 48.4 % 2028 ​ 19 ​ 233,589 ​ ​ 7,484,290 ​ ​ 32.04 ​ 5.9 % 54.3 % 2029 ​ 30 ​ 538,125 ​ ​ 15,738,822 ​ ​ 29.25 ​ 12.4 % 66.7 % 2030 ​ 11 ​ 307,108 ​ ​ 9,327,691 ​ ​ 30.37 ​ 7.4 % 74.1 % 2031 ​ 8 ​ 256,836 ​ ​ 9,358,506 ​ ​ 36.44 ​ 7.4 % 81.5 % 2032 ​ 1 ​ 5,901 ​ ​ — ​ ​ — ​ — % 81.5 % 2033 ​ 8 ​ 489,626 ​ ​ 16,080,101 ​ ​ 32.84 ​ 12.7 % 94.2 % 2034 and thereafter ​ 39 ​ 443,514 (d) ​ 7,275,536 ​ ​ 16.40 ​ 5.8 % 100.0 % Leased total ​ 287 ​ 4,129,594 ​ $ 126,533,905 ​ $ 30.64 ​ 100.0 % ​ ​ Vacancies as of 12/31/23 ​ ​ ​ 1,649,948 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Portfolio Square Footage ​ ​ ​ 5,779,542 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (a) The number of leases approximates the number of tenants.
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South ​ 6/29/10 129,691 91.8 % 3 ​ Workbox Marquette MN, LLC ​ 18 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Approx.
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(b) Represents annualized GAAP rental revenue for the year ended December 31, 2023 per weighted occupied square foot.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeItem 4. ​ Mine Safety Disclosures 21 ​ ​ ​ ​ PART II ​ ​ 22 Item 5. ​ Market For Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 22 ​ ​ Stock Performance Graph 22 Item 6. ​ [Reserved] 23 Item 7. ​ Management’s Discussion and Analysis of Financial Condition and Results of Operations 24 Item 7A. ​ Quantitative and Qualitative Disclosures About Market Risk 47 Item 8. ​ Financial Statements and Supplementary Data 48
Biggest changeItem 4. ​ Mine Safety Disclosures 21 ​ ​ ​ ​ PART II ​ ​ 22 Item 5. ​ Market For Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 22 ​ ​ Stock Performance Graph 22

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeThis graph assumes the investment of $100.00 on December 31, 2017 and assumes that any distributions are reinvested. ​ 22 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, ​ 2017 2018 2019 2020 2021 2022 FSP ​ $ 100 ​ $ 61 ​ $ 88 ​ $ 48 ​ $ 74 ​ $ 35 ​ FTSE NAREIT Equity REITs ​ 100 ​ 96 ​ 123 ​ 117 ​ 166 ​ 124 ​ S&P 500 ​ 100 ​ 96 ​ 126 ​ 149 ​ 192 ​ 157 ​ Russell 2000 ​ ​ 100 ​ ​ 89 ​ ​ 112 ​ ​ 134 ​ ​ 154 ​ ​ 122 ​ FTSE NAREIT Equity Office ​ 100 ​ 86 ​ 112 ​ 92 ​ 112 ​ 70 ​ ​ Notes to Graph: The above performance graph and related information shall not be deemed “soliciting material” or to be “filed” with the Securities and Exchange Commission, nor shall such information be incorporated by reference into any future filing under the Securities Act of 1933 or Securities Exchange Act of 1934, each as amended, except to the extent that we specifically incorporate it by reference into such filing. ​ ​
Biggest changeThis graph assumes the investment of $100.00 on December 31, 2018 and assumes that any distributions are reinvested. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, ​ 2018 2019 2020 2021 2022 2023 FSP ​ $ 100 ​ $ 144 ​ $ 79 ​ $ 121 ​ $ 58 ​ $ 56 ​ S&P 500 ​ 100 ​ 131 ​ 156 ​ 200 ​ 164 ​ 207 ​ Russell 2000 ​ ​ 100 ​ ​ 126 ​ ​ 151 ​ ​ 173 ​ ​ 138 ​ ​ 161 ​ NAREIT Office ​ 100 ​ 131 ​ 107 ​ 131 ​ 82 ​ 83 ​ ​ Notes to Graph: The above performance graph and related information shall not be deemed “soliciting material” or to be “filed” with the Securities and Exchange Commission, nor shall such information be incorporated by reference into any future filing under the Securities Act of 1933 or Securities Exchange Act of 1934, each as amended, except to the extent that we specifically incorporate it by reference into such filing. 22 Table of Contents ​ Item 6. [Reserved] ​ ​
Item 5. Market For Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Our common stock is listed on the NYSE American under the symbol “FSP”. As of February 1, 2023, there were 15,350 holders of our common stock, including both holders of record and participants in securities position listings.
Item 5. Market For Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Our common stock is listed on the NYSE American under the symbol “FSP”. As of February 1, 2024, there were 12,931 holders of our common stock, including both holders of record and participants in securities position listings.
In accordance with SEC regulations, the following graph compares the cumulative total stockholder return on the Company’s common stock between December 31, 2017 and December 31, 2022 with the cumulative total return of (1) the FTSE NAREIT Equity REITs Index, (2) the S&P 500, (3) the Russell 2000 Total Return Index and (4) the FTSE NAREIT Equity Office Index over the same period.
See Part I, Item 1A Risk Factors, “Our level of dividends may fluctuate.” for additional information. ​ STOCK PERFORMANCE GRAPH ​ In accordance with SEC regulations, the following graph compares the cumulative total stockholder return on the Company’s common stock between December 31, 2018 and December 31, 2023 with the cumulative total return of (1) the FTSE NAREIT Equity Office Index (“NAREIT Office”), (2) the Standard & Poor’s 500 Composite Stock Price Index (“S&P 500”), and (3) the Russell 2000 Total Return Index (“Russell 2000”) over the same period.
While not guaranteed, we expect to continue to pay cash dividends on our common stock in the future. See Part I, Item 1A Risk Factors, “Our level of dividends may fluctuate.” for additional information.
While not guaranteed, we expect to continue to pay cash dividends on our common stock in the future.
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Issuer Purchases of Equity Securities On June 23, 2021, FSP Corp. announced that the Board of Directors of FSP Corp. had authorized the repurchase of up to $50 million of the Company’s common stock from time to time in the open market, privately negotiated transactions or other manners as permitted by federal securities laws.
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The repurchase authorization may be suspended or discontinued at any time. There were no repurchases during the three months ended December 31, 2022.
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On February 10, 2023, FSP Corp. disclosed in a Current Report on Form 8-K that the Board of Directors of FSP Corp. had discontinued the repurchase authorization. ​ STOCK PERFORMANCE GRAPH ​ The Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 included a comparison of the cumulative total return of the Company’s common stock with the FTSE NAREIT Equity REITs Index, the Standard & Poor’s 500 Composite Stock Price Index (“S&P 500”) and the Russell 2000 Total Return Index.
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The Company believes that the FTSE NAREIT Equity Office Index, which is comprised of REITs that invest in commercial office real estate investments, provides a better comparison and is a more appropriate index than the FTSE NAREIT Equity REITs Index for comparison of the Company’s stock performance.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changePrior to February 10, 2023, the actual amount of the facility fee, any letter of credit fees, and the margin over SOFR or the base rate was determined based on the per annum percentages in the following grids: ​ Level Leverage Ratio Daily SOFR Rate Loans, Term SOFR Loans and Letter of Credit Fees Facility Fee Base Rate Loans I 1.550% 0.300% 0.550% II ≥ 35.00% - 40.00 % 1.650% 0.300% 0.650% III ≥ 40.00% - 45.00 % 1.750% 0.350% 0.750% IV ≥ 45.00% - 50.00 % 1.950% 0.350% 0.950% V ≥ 50.00% - 55.00 % 2.150% 0.350% 1.150% VI ≥ 55.00% 2.350% 0.400% 1.350% 40 Table of Contents ​ Prior to February 10, 2023, in the event that the Company was assigned an investment grade credit rating, the Company had a one-time right to elect to convert to a different, credit-based pricing grid with the following per annum percentages: ​ ​ ​ Level Credit Rating Daily SOFR Rate Loans, Term SOFR Loans and Letter of Credit Fees Facility Fee ​ Base Rate Loans I A-/A3 (or higher) 0.725% 0.125% 0.000% II BBB+/Baa1 0.775% 0.150% 0.000% III BBB/Baa2 0.850% 0.200% 0.000% IV BBB-/Baa3 1.050% 0.250% 0.050% V 1.400% 0.300% 0.400% ​ Base rate means, for any day, a fluctuating rate per annum equal to the highest of: (i) the rate of interest in effect for such day as publicly announced from time to time by the administrative agent as its “prime rate”, (ii) the Federal Funds Rate plus 1/2 of 1% (0.50%), (iii) term SOFR for one month plus 1.00% and (iv) 1.00%.
Biggest changeThe previous facility fee was assessed against the aggregate amount of lender commitments regardless of usage (0.350% at December 31, 2022). ​ Prior to February 21, 2024, base rate meant, for any day, a fluctuating rate per annum equal to the highest of: (i) the rate of interest in effect for such day as publicly announced from time to time by the administrative agent as its “prime rate”, (ii) the Federal Funds Rate plus 1/2 of 1% (0.50%), (iii) term SOFR for one month plus 1.00% and (iv) 1.00%.
We sold an office property in Dulles, Virginia on June 29, 2021 for a sales price of approximately $17.3 million, at a loss of $2.1 million. We sold an office property located in Indianapolis, Indiana on August 31, 2021, for a sales price of approximately $35 million, at a loss of approximately $1.7 million.
We sold an office property in Dulles, Virginia on June 29, 2021 for a sales price of approximately $17.3 million at a loss of $2.1 million. We sold an office property located in Indianapolis, Indiana on August 31, 2021, for a sales price of approximately $35 million at a loss of approximately $1.7 million.
The COVID-19 pandemic continues to present material uncertainty and risk with respect to the performance of our properties and our financial results, such as the potential negative impact to the businesses of our tenants, the impact of work-from-home policies, the potential negative impact to leasing efforts and occupancy at our properties, uncertainty regarding future rent collection levels or requests for rent concessions from our tenants, the occurrence of a default under any of our debt agreements, the potential for increased borrowing costs, negative impacts on our ability to refinance existing indebtedness or to secure new sources of capital on favorable terms, fluctuations in our level of dividends, increased costs of operations, making more difficult our ability to complete required capital expenditures in a timely manner and on budget, decreases in values of our real estate assets, changes in law and/or regulation, and uncertainty regarding government and regulatory policy.
The COVID-19 pandemic continues to present material uncertainty and risk with respect to the performance of our properties and our financial results, such as the potential negative impact to the businesses of our tenants, the impact of work-from-home and return-to-work policies, the potential negative impact to leasing efforts and occupancy at our properties, uncertainty regarding future rent collection levels or requests for rent concessions from our tenants, the occurrence of a default under any of our debt agreements, the potential for increased borrowing costs, negative impacts on our ability to refinance existing indebtedness or to secure new sources of capital on favorable terms, fluctuations in our level of dividends, increased costs of operations, making more difficult our ability to complete required capital expenditures in a timely manner and on budget, decreases in values of our real estate assets, changes in law and/or regulation, and uncertainty regarding government and regulatory policy.
There were no amounts drawn on the Former BofA Revolver as of December 31, 2021 and January 10, 2022 . ​ Former BofA Revolver Highlights ​ ● The Former BofA Revolver was terminated at the Company’s election effective January 10, 2022. ● As of December 31, 2021 and January 10, 2022, there were no borrowings under the Former BofA Revolver. ​ The Former BofA Revolver bore interest at either (i) a margin over LIBOR depending on the Company’s credit rating (1.550% over LIBOR at December 31, 2021) or (ii) a margin over the base rate depending on the Company’s credit rating (0.550% over the base rate at December 31, 2021).
There were no amounts drawn on the Former BofA Revolver as of December 31, 2021 and January 10, 2022. ​ Former BofA Revolver Highlights ​ ● The Former BofA Revolver was terminated at the Company’s election effective January 10, 2022. ● As of December 31, 2021 and January 10, 2022, there were no borrowings under the Former BofA Revolver. ​ The Former BofA Revolver bore interest at either (i) a margin over LIBOR depending on our credit rating (1.550% over LIBOR at December 31, 2021) or (ii) a margin over the base rate depending on our credit rating (0.550% over the base rate at December 31, 2021).
In addition, the broad economic market conditions in the United States are typically affected by numerous other factors, including but not limited to, inflation and employment levels, energy prices, uncertainty about government fiscal, monetary, trade and tax policies, changes in currency exchange rates, the regulatory environment and the availability of credit.
In addition, the broad economic market conditions in the United States are typically affected by numerous other factors, including but not limited to, employment levels, energy prices, uncertainty about government fiscal, monetary, trade and tax policies, changes in currency exchange rates, the regulatory environment and the availability of credit.
The repurchase authorization may be suspended or discontinued at any time. On February 10, 2023, we disclosed in a Current Report on Form 8-K that our Board of Directors had discontinued the repurchase authorization. ​ Contingencies ​ As of December 31, 2022, the Sponsored REIT Loan had $24 million principal amount outstanding.
The repurchase authorization may be suspended or discontinued at any time. On February 10, 2023, we disclosed in a Current Report on Form 8-K that our Board of Directors had discontinued the repurchase authorization. ​ Contingencies ​ As of December 31, 2023, the Sponsored REIT Loan had $24 million principal amount outstanding.
Subsequent to the completion of the offering of preferred shares, except for the preferred stock we previously owned, we do not share in any of the Sponsored REIT’s earnings, or any related dividend, and the common stock ownership interests have virtually no economic benefit or risk. ​ As a common stockholder, we have no rights to the Sponsored REIT’s earnings or any related cash distributions.
Subsequent to the completion of the offering of preferred shares, except for the preferred stock we previously owned, we do not share in any of the sponsored REIT’s earnings, or any related dividend, and the common stock ownership interests have virtually no economic benefit or risk. ​ As a common stockholder, we had no rights to a sponsored REIT’s earnings or any related cash distributions.
These Sponsored REITs are operated in a manner intended to qualify as real estate investment trusts. We earned fees related to the sale of preferred stock in the Sponsored REITs in these syndications. The Sponsored REITs issued both common stock and preferred stock. The common stock is owned by FSP Corp.
These sponsored REITs operated in a manner intended to qualify as real estate investment trusts. We earned fees related to the sale of preferred stock in the sponsored REITs in these syndications. The sponsored REITs issued both common stock and preferred stock. The common stock is owned by FSP Corp.
In addition, all of the Sponsored REITs allow the holders of more than 50% of the outstanding preferred shares to remove (without cause) and replace one or more members of that Sponsored REIT’s board of directors. ​ We previously acquired a preferred stock interest in three Sponsored REITs, including one that sold the property owned by it on September 24, 2018, one that sold the property owned by it on July 19, 2018 and one that sold the property owned by it on December 20, 2012 and each made a liquidating distribution to us; and one we acquired on May 15, 2008 by cash merger and another we acquired on April 30, 2006 by merger.
In addition, all of the sponsored REITs allowed the holders of more than 50% of the outstanding preferred shares to remove (without cause) and replace one or more members of that sponsored REIT’s board of directors. ​ We previously acquired a preferred stock interest in three sponsored REITs, including one that sold the property owned by it on September 24, 2018, one that sold the property owned by it on July 19, 2018 and one that sold the property owned by it on December 20, 2012 and each made a liquidating distribution to us; and one we acquired on May 15, 2008 by cash merger and another we acquired on April 30, 2006 by merger.
We also agreed to vote our preferred shares in any matter presented to a vote by the stockholders of these Sponsored REITs in the same proportion as shares voted by other stockholders of the Sponsored REITs. ​ At December 31, 2022, 2021 and 2020, we held a common stock interest in 1, 2 and 2 Sponsored REITs, respectively, all of which were fully syndicated and in which we do not share economic benefit or risk. ​ As of December 31, 2022, the Sponsored REIT Loan had $24 million principal amount outstanding.
We also agreed to vote our preferred shares in any matter presented to a vote by the stockholders of these sponsored REITs in the same proportion as shares voted by other stockholders of the sponsored REITs. ​ At December 31, 2023, 2022 and 2021, we held a common stock interest in 1, 1 and 2 sponsored REITs, respectively, all of which were fully syndicated and in which we do not share economic benefit or risk. ​ As of December 31, 2023, the Sponsored REIT Loan had $24 million principal amount outstanding.
On June 4, 2021, the Company repaid the remaining $100 million outstanding on the loan, which had been scheduled to mature on November 30, 2021, and incurred a loss on extinguishment of debt of $0.1 million related to unamortized deferred financing costs. ​ Although the interest rate on the JPM Term Loan was variable under the JPM Credit Agreement, the Company fixed the LIBOR-based rate on a portion of the JPM Term Loan by entering into interest rate swap transactions.
On June 4, 2021, we repaid the remaining $100 million outstanding on the loan, which had been scheduled to mature on November 30, 2021, and incurred a loss on extinguishment of debt of $0.1 million related to unamortized deferred financing costs. ​ Although the interest rate on the JPM Term Loan was variable under the JPM Credit Agreement, we fixed the LIBOR-based rate on a portion of the JPM Term Loan by entering into interest rate swap transactions.
The amount of any applicable facility fee, and the margin over LIBOR rate or base rate was determined based on the Company’s credit rating pursuant to a pricing grid. ​ For purposes of the Former BofA Credit Facility, base rate meant, for any day, a fluctuating rate per annum equal to the highest of: (i) the bank’s prime rate for such day, (ii) the Federal Funds Rate for such day, plus 0.50%, and (iii) the one month LIBOR based rate for such day plus 1.00%.
The amount of any applicable facility fee, and the margin over LIBOR rate or base rate was determined based on our credit rating pursuant to a pricing grid. ​ For purposes of the Former BofA Credit Facility, base rate meant, for any day, a fluctuating rate per annum equal to the highest of: (i) the bank’s prime rate for such day, (ii) the Federal Funds Rate for such day, plus 0.50%, and (iii) the one month LIBOR based rate for such day plus 1.00%.
We may look to acquire and/or develop quality properties in good locations in order to lessen the impact of downturns in the market and to take advantage of upturns when they occur. ​ We continue to believe that the current price of our common stock does not accurately reflect the value of our underlying real estate assets and we will seek to increase shareholder value by (1) pursuing the sale of select properties where we believe that short to intermediate term valuation potential has been reached and (2) striving to lease vacant space.
We may look to acquire and/or develop quality properties in good locations in order to lessen the impact of downturns in the market and to take advantage of upturns when they occur. ​ We continue to believe that the current price of our common stock does not accurately reflect the value of our underlying real estate assets and we will seek to increase shareholder value by (1) pursuing the sale of select properties 23 Table of Contents where we believe that short to intermediate term valuation potential has been reached and (2) striving to lease vacant space.
On March 7, 2019, the Company entered into ISDA Master Agreements with various financial institutions to hedge a $100 million portion of the future LIBOR-based rate risk under the JPM Credit Agreement. Effective March 29, 2019, the Company fixed the LIBOR-based rate at 2.44% per annum on a $100 million portion of the JPM Term Loan until November 30, 2021.
On March 7, 2019, we entered into ISDA Master Agreements with various financial institutions to hedge a $100 million portion of the future LIBOR-based rate risk under the JPM Credit Agreement. Effective March 29, 2019, we fixed the LIBOR-based rate at 2.44% per annum on a $100 million portion of the JPM Term Loan until November 30, 2021.
The investment banking segment involved the structuring of real estate investments and broker/dealer services that included the organization of Sponsored REITs, the acquisition and development of real estate on behalf of Sponsored REITs and the raising of capital to equitize the Sponsored REITs through sale of preferred stock in private placements. ​ The Sponsored REITs own real estate, purchases of which were financed through the private placement of equity in those entities, typically through syndication.
The investment banking segment involved the structuring of real estate investments and broker/dealer services that included the organization of sponsored REITs, the acquisition and development of real estate on behalf of sponsored REITs and the raising of capital to equitize the sponsored REITs through sale of preferred stock in private placements. ​ The sponsored REITs owned real estate, purchases of which were financed through the private placement of equity in those entities, typically through syndication.
On February 20, 2019, the Company entered into ISDA Master Agreements with a group of banks that fixed the base LIBOR interest rate on the BMO Term Loan at 2.39% per annum for the period beginning on August 26, 2020 and ending January 31, 2024.
On February 20, 2019, we entered into ISDA Master Agreements with a group of banks that fixed the base LIBOR interest rate on the BMO Term Loan at 2.39% per annum for the period beginning on August 26, 2020 and ending January 31, 2024.
There were no properties held for sale as of December 31, 2022. 27 Table of Contents ​ During 2021, we sold three office properties located in Atlanta, Georgia on May 27, 2021 for an aggregate sales price of approximately $219.5 million, at a net gain of approximately $22.8 million.
There were no properties held for sale as of December 31, 2022. ​ During 2021, we sold three office properties located in Atlanta, Georgia on May 27, 2021 for an aggregate sales price of approximately $219.5 million, at a net gain of approximately $22.8 million.
In the event of a default by the Company, the administrative agent may, and at the request of the requisite number of lenders shall, declare all obligations under the BMO Credit Agreement immediately due and payable, terminate the lenders’ commitments to make loans under the BMO Credit Agreement, and enforce any and all rights of the lenders or administrative agent under the BMO Credit Agreement and related documents.
In the event of a default by us, the administrative agent may, and at the request of the requisite number of lenders shall, declare all obligations under the BMO Credit Agreement immediately due and payable, terminate the lenders’ commitments to make loans under the BMO Credit Agreement, and enforce any and all rights of the lenders or administrative agent under the BMO Credit Agreement and related documents.
On July 22, 2016, the Company entered into ISDA Master Agreements with a group of banks that fixed the base LIBOR interest rate on the Former BofA Term Loan at 1.12% per annum for the period beginning on September 27, 2017 and ended on September 27, 2021.
On July 22, 2016, we entered into ISDA Master Agreements with a group of banks that fixed the base LIBOR interest rate on the Former BofA Term Loan at 1.12% per annum for the period beginning on September 27, 2017 and ended on September 27, 2021.
The weighted average variable interest rate on all amounts outstanding under the Former BofA Term Loan through the date of repayment on September 6, 2022 was approximately 2.65% per annum. Based upon the Company’s credit rating, as of December 31, 2021, the interest rate on the Former BofA Term Loan was 1.84% per annum.
The weighted average variable interest rate on all amounts outstanding under the Former BofA Term Loan through the date of repayment on September 6, 2022 was approximately 2.65% per annum. Based upon our credit rating, as of December 31, 2021, the interest rate on the Former BofA Term Loan was 1.84% per annum.
We anticipate that the Sponsored REIT Loan will be repaid through cash flow from property operations or sale of the underlying property, although the actual amount and timing of any repayment is uncertain and will likely depend on prevailing market conditions at the time of any such sale. ​ We may be subject to various legal proceedings and claims that arise in the ordinary course of our business.
We anticipate that the Sponsored REIT Loan will be repaid through cash flow from property operations or sale of the underlying property, although the actual amount and timing of any repayment is uncertain and will likely depend on prevailing market conditions at the time of any such sale. ​ 43 Table of Contents We may be subject to various legal proceedings and claims that arise in the ordinary course of our business.
The ineffective portion of a derivative’s change in fair value will be recognized in earnings in the same period in which the hedged interest payments affect earnings, which may increase or decrease reported net income and stockholders’ equity prospectively, depending on future levels of interest rates and other variables affecting the fair values of derivative instruments and hedged items, but will have no effect on cash flows.
The ineffective portion of a derivative’s change in fair value will be recognized in earnings in the same period in which the hedged interest payments 28 Table of Contents affect earnings, which may increase or decrease reported net income and stockholders’ equity prospectively, depending on future levels of interest rates and other variables affecting the fair values of derivative instruments and hedged items, but will have no effect on cash flows.
On August 26, 2013, the Company entered into an ISDA Master Agreement with Bank of Montreal that fixed the base LIBOR interest rate on the BMO Term Loan at 2.32% per annum, which matured on August 26, 2020.
On August 26, 2013, we entered into an ISDA Master Agreement with Bank of Montreal that fixed the base LIBOR interest rate on the BMO Term Loan at 2.32% per annum, which matured on August 26, 2020.
As the first quarter of 2023 begins, we believe that our operating properties are stabilized, with a balanced lease expiration schedule, and that existing vacancy is being actively marketed to numerous potential tenants.
As the first quarter of 2024 begins, we believe that our operating properties are stabilized, with a balanced lease expiration schedule, and existing vacancy is being actively marketed to numerous potential tenants.
On September 30, 2021, the Company repaid a $90 million portion and on October 25, 2021, the Company repaid a $200 million portion of the Former BofA Term Loan and incurred a loss on extinguishment of debt of $0.7 million related to unamortized deferred financing costs.
On September 30, 2021, we repaid a $90 million portion and on October 25, 2021, we repaid a $200 million portion of the Former BofA Term Loan and incurred a loss on extinguishment of debt of $0.7 million related to unamortized deferred financing costs.
The decrease was primarily a result of: ​ ● A decrease in real estate operating expenses and real estate taxes and insurance of approximately $14.5 million primarily attributable to the property dispositions noted above. 31 Table of Contents ● A decrease in depreciation and amortization of approximately $14.7 million primarily attributable to the property dispositions noted above. ● A decrease in general and administrative expenses of approximately $2.0 million, which was primarily due to lower personnel costs of $1.3 million and professional fees and expenses of $0.7 million. ● A decrease in interest expense of approximately $9.5 million.
The decrease was primarily a result of: ​ ● A decrease in real estate operating expenses and real estate taxes and insurance of approximately $14.5 million primarily attributable to the property dispositions noted above. ● A decrease in depreciation and amortization of approximately $14.7 million primarily attributable to the property dispositions noted above. ● A decrease in general and administrative expenses of approximately $2.0 million, which was primarily due to lower personnel costs of $1.3 million and professional fees and expenses of $0.7 million. ● A decrease in interest expense of approximately $9.5 million.
The BofA Credit Agreement also contains financial covenants that require the Company to maintain a minimum tangible net worth, a maximum leverage ratio, a maximum secured leverage ratio, a maximum secured recourse leverage ratio, a minimum fixed charge coverage ratio, a maximum unencumbered leverage ratio and a minimum unsecured interest coverage ratio.
The BofA Credit Agreement also contains financial covenants that require us to maintain a minimum tangible net worth, a maximum leverage ratio, a maximum secured leverage ratio, a maximum secured recourse leverage ratio, a minimum fixed charge coverage ratio, a maximum unencumbered leverage ratio, and minimum unsecured interest coverage.
We also sold an office property in Evanston, Illinois on December 28, 2022 for a sales price of approximately $27.8 million, at a gain of $3.9 million. ​ During the year ended December 31, 2021, we sold three office properties located in Atlanta, Georgia on May 27, 2021 for an aggregate sales price of approximately $219.5 million, at a net gain of approximately $22.8 million.
We also sold an office property in Evanston, Illinois on December 28, 2022 for a sales price of approximately $27.8 million, at a gain of $3.9 million. 32 Table of Contents ​ During the year ended December 31, 2021, we sold three office properties located in Atlanta, Georgia on May 27, 2021 for an aggregate sales price of approximately $219.5 million at a net gain of approximately $22.8 million.
Prior to February 10, 2023, the margin over SOFR or, if applicable, the base rate varied depending on the Company’s leverage ratio (1.750% over SOFR and 0.750% over the base rate at December 31, 2022).
Prior to February 10, 2023, the margin over SOFR or, if applicable, the base rate, varied depending on our leverage ratio (1.750% over SOFR and 0.750% over the base rate at December 31, 2022).
The affirmative vote of the holders of a majority of the Sponsored REIT’s preferred stockholders is required for any actions involving merger, sale of property, amendment to charter or issuance of additional capital stock.
The affirmative vote of the holders of a majority of the sponsored REIT’s preferred stockholders was required for any actions involving merger, sale of property, amendment to charter or issuance of additional capital stock.
The weighted average interest rate on all amounts outstanding on the Former BofA Revolver during the year ended December 31, 2021 was approximately 1.33% per annum. ​ Former BofA Term Loan Highlights ​ ● The Former BofA Term Loan was repaid in its entirety on September 6, 2022. ● The original principal amount of the Former BofA Term Loan was $400 million.
The weighted average interest rate on all amounts outstanding on the Former BofA Revolver during the year ended December 31, 2021 was approximately 1.33% per annum. ​ Former BofA Term Loan Highlights ​ ● The Former BofA Term Loan was repaid in its entirety on September 6, 2022. 41 Table of Contents ● The original principal amount of the Former BofA Term Loan was $400 million.
As of December 31, 2021, the Company’s credit rating from Moody’s Investors Service was Ba1. ​ As of December 31, 2021 and during 2022, there were no borrowings under the Former BofA Revolver.
As of December 31, 2021, our credit rating from Moody’s Investors Service was Ba1. ​ As of December 31, 2021 and during 2022, there were no borrowings under the Former BofA Revolver.
Also, we believe the potential exists for any of our tenants to default on its lease or to seek the protection of bankruptcy. If any of our tenants defaults on its lease, we may experience delays in enforcing our rights as a landlord and may incur substantial costs in protecting our investment.
Also, we believe the potential exists for any of our tenants to default 25 Table of Contents on its lease or to seek the protection of bankruptcy. If any of our tenants defaults on its lease, we may experience delays in enforcing our rights as a landlord and may incur substantial costs in protecting our investment.
At the date of repayment on September 6, 2022, the Company’s credit rating from Moody’s Investors Service was Ba1. ​ The interest rate on the Former BofA Credit Facility was variable through the date of repayment on September 6, 2022.
At the date of repayment on September 6, 2022, our credit rating from Moody’s Investors Service was Ba1. ​ The interest rate on the Former BofA Credit Facility was variable through the date of repayment on September 6, 2022.
Generally the preferred stock is owned by unaffiliated investors, however, we held an interest in preferred shares of two Sponsored REITs, which were liquidated during 2018. In addition, directors and officers of FSP Corp., have from time to time invested in Sponsored REITs.
Generally the preferred stock is owned by unaffiliated investors, however, we held an interest in preferred shares of two sponsored REITs, which were liquidated during 2018. In addition, directors and officers of FSP Corp., 45 Table of Contents have from time to time invested in sponsored REITs.
In addition, the BMO Credit Agreement also restricts the Company’s ability to make quarterly dividend distributions that exceed $0.01 per share of the Company’s common stock; provided, however, that notwithstanding such restriction, the Company is permitted to make dividend distributions based on the Company’s good faith estimate of projected or estimated taxable income or otherwise as necessary to retain the Company’s status as a real estate investment trust, to meet the distribution requirements of Section 857 of the Internal Revenue Code or to eliminate any income or excise taxes to which the Company would otherwise be subject.
In addition, the BMO Credit Agreement also restricts our ability to make quarterly dividend distributions that exceed $0.01 per share of our common stock; provided, however, that notwithstanding such restriction, we are permitted to make dividend distributions based on our good faith estimate of projected or estimated taxable income or otherwise as necessary to retain our status as a real estate investment trust, to meet the distribution requirements of Section 857 of the Internal Revenue Code or to eliminate any income or excise taxes to which we would otherwise be subject.
During the three months ended September 30, 2021, we signed a lease with a new tenant. During the three months ended March 31, 2022, we signed an expansion of space with that same tenant. The new lease inclusive of the expansion space is for approximately 101,000 square feet and has commenced.
During the three months ended September 30, 2021, we signed a lease with a new tenant. During the three months ended March 31, 2022, we signed an expansion of space with that same tenant. The new lease inclusive of the expansion space is for approximately 101,000 square feet.
While leasing activity at our properties has continued, we believe that the impact of geopolitical events, current economic conditions and the ongoing effects of the COVID-19 pandemic may limit or delay new tenant leasing during at least the first quarter of 2023 and potentially in future periods. ​ While we cannot generally predict when an existing vacancy in our owned portfolio will be leased or if existing tenants with expiring leases will renew their leases or what the terms and conditions of the lease renewals will be, we expect to renew or sign new leases at then-current market rates for locations in which the buildings are located, which could be above or below the expiring rates.
While leasing activity at our properties has continued, we believe that the impact of geopolitical events, current economic conditions and the long-term impact of the COVID-19 pandemic may limit or delay new tenant leasing during at least the the first quarter of 2024 and potentially in future periods. ​ While we cannot generally predict when an existing vacancy in our owned properties will be leased or if existing tenants with expiring leases will renew their leases or what the terms and conditions of the lease renewals will be, we expect to renew or sign new leases at then-current market rates for locations in which the buildings are located, which could be above or below the expiring rates.
Accordingly, based upon the Company’s credit rating, as of December 31, 2022, the effective interest rate on the BMO Term Loan was 4.04% per annum. On June 4, 2021, the Company paid approximately $0.6 million to terminate the portion of the interest rate swap on tranche A, which was scheduled to mature on November 30, 2021.
Accordingly, based upon our credit rating, as of December 31, 2022, the effective interest rate on the BMO Term Loan was 4.04% per annum. On June 4, 2021, we paid approximately $0.6 million to terminate the portion of the interest rate swap on tranche A, which was scheduled to mature on November 30, 2021.
We believe these sources of funds will provide sufficient funds to adequately meet our obligations beyond the next twelve months. ​ JPM Term Loan ​ On August 2, 2018, the Company entered into an Amended and Restated Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent and lender (“JPMorgan”), and the other lending institutions party thereto (the “JPM Credit Agreement”), which provided a single unsecured bridge loan in the aggregate principal amount of $150 million (the “JPM Term Loan”).
We believe these sources of funds will provide sufficient funds to adequately meet our obligations beyond the next twelve months. ​ JPM Term Loan ​ On August 2, 2018, we entered into an Amended and Restated Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent and lender, which we refer to as JPMorgan, and the other lending institutions party thereto, which we refer to as the JPM Credit Agreement, which provided a single unsecured bridge loan in the aggregate principal amount of $150 million, which we refer to as the JPM Term Loan.
We seek value-oriented investments with an eye towards long-term growth and appreciation, as well as current income. ​ As of December 31, 2022, approximately 5.3 million square feet, or approximately 85.4% of our total owned portfolio, was located in Dallas, Denver, Houston and Minneapolis. ​ The main factor that affects our real estate operations is the broad economic market conditions in the United States.
We seek value-oriented investments with an eye towards long-term growth and appreciation, as well as current income. ​ As of December 31, 2023, approximately 5.1 million square feet, or approximately 88.4% of our total owned portfolio, was located in Dallas, Denver, Houston and Minneapolis. ​ The main factor that affects our real estate operations is the broad economic market conditions in the United States.
Previously the Company had fixed the base LIBOR interest rate on the Former BofA Term Loan by entering into interest rate swap transactions.
Previously we had fixed the base LIBOR interest rate on the Former BofA Term Loan by entering into interest rate swap transactions.
However, upon liquidation of a Sponsored REIT, we are entitled to our percentage interest as a common stockholder in any proceeds remaining after the preferred stockholders have recovered their investment. Our common stock percentage interest in each Sponsored REIT is less than 1%.
However, upon liquidation of a sponsored REIT, we were entitled to our percentage interest as a common stockholder in any proceeds remaining after the preferred stockholders have recovered their investment. Our common stock percentage interest in each sponsored REIT was less than 1%.
We incurred $404,000 in state income taxes as a result of using some net operating loss carryforwards, which were not fully useable for some state income tax purposes during the year ended December 31, 2021. ​ Net income ​ Net income for the year ended December 31, 2021 was $92.7 million compared to a net income of $32.6 million for the year ended December 31, 2020, for the reasons described above . ​ ​ ​ 34 Table of Contents Non-GAAP Financial Measures ​ Funds From Operations ​ The Company evaluates performance based on Funds From Operations, which we refer to as FFO, as management believes that FFO represents the most accurate measure of activity and is the basis for distributions paid to equity holders.
We incurred $404,000 in state income taxes as a result of using some net operating loss carryforwards, which are not fully useable for some state income tax purposes during the year ended December 31, 2021 ​ Net income (loss) ​ Net income for the year ended December 31, 2022 was $1.1 million compared to net income of $92.7 million for the year ended December 31, 2021, for the reasons described above. ​ ​ 33 Table of Contents Non-GAAP Financial Measures ​ Funds From Operations ​ The Company evaluates performance based on Funds From Operations, which we refer to as FFO, as management believes that FFO represents the most accurate measure of activity and is the basis for distributions paid to equity holders.
As of December 31, 2022, approximately 12% of our total debt constituted unhedged variable rate debt. Increasing interest rates could also decrease the amount third parties are willing to pay for our assets and limit our ability to incur new debt or refinance existing debt when it matures.
As of December 31, 2023, approximately 50.6% of our total debt constituted unhedged variable rate debt. Increasing interest rates could also decrease the amount third parties are willing to pay for our assets and limit our ability to incur new debt or refinance existing debt when it matures.
(2) Amounts reflect a facility fee calculated as 0.35% of the $237.5 million available to be drawn. (3) Amounts include principal and interest payments.
(2) Amounts reflect a facility fee calculated as 0.35% of the $125 million available to be drawn. (3) Amounts include principal and interest payments.
These decreases were partially offset by rental income earned from leases commencing after December 31, 2020.
These decreases were partially offset by rental income earned from leases commencing after December 31, 2022.
On December 24, 2020, the Company repaid a $50 million portion of the JPM Term Loan with a portion of the proceeds from the December 23, 2020 sale of its Durham, North Carolina property, and $100 million remained fully advanced and outstanding under the JPM Term Loan.
On December 24, 2020, we repaid a $50 million portion of the JPM Term Loan with a portion of the proceeds from the December 23, 2020 sale of our Durham, North Carolina property, and $100 million remained fully advanced and outstanding under the JPM Term Loan.
In addition, at any time, a tenant of one of our properties may seek the protection of bankruptcy laws, which could result in the rejection and termination of such tenant’s lease and thereby cause a reduction in cash available for distribution to our stockholders. ​ ​ Real Estate Acquisition and Investment Activity ​ During 2022: ● we continued to actively explore additional potential real estate investment opportunities. ​ During 2021: ● on October 29, 2021, the Company agreed to amend and restate the Sponsored REIT Loan to extend the maturity date from December 6, 2022 to June 30, 2023 and to advance an additional $3.0 million tranche of indebtedness to FSP Monument Circle LLC with the same June 30, 2023 maturity date, effectively increasing the aggregate principal amount of the Sponsored REIT Loan from $21 million to $24 million.
In addition, at any time, a tenant of one of our properties may seek the protection of bankruptcy laws, which could result in the rejection and termination of such tenant’s lease and thereby cause a reduction in cash available for distribution to our stockholders. ​ Real Estate Acquisition and Investment Activity ​ During 2023: ● on September 26, 2023, we agreed to extend the maturity date of our existing loan to Monument Circle that is secured by a mortgage on real estate owned by Monument Circle, which we refer to as the Sponsored REIT Loan, to September 30, 2024. ​ During 2022: ● we continued to actively explore additional potential real estate investment opportunities. ​ During 2021: ● on October 29, 2021, the Company agreed to amend and restate the Sponsored REIT Loan to extend the maturity date from December 6, 2022 to June 30, 2023 and to advance an additional $3.0 million tranche of indebtedness to FSP Monument Circle LLC with the same June 30, 2023 maturity date, effectively increasing the aggregate principal amount of the Sponsored REIT Loan from $21 million to $24 million.
In the event of a default by the Company, BofA, in its capacity as administrative agent, may, and at the request of the requisite number of lenders shall, declare all obligations under the BofA Credit Agreement immediately due and payable and enforce any and all rights of the lenders or BofA under the BofA Credit Agreement and related documents.
In the event of a default by us, the administrative agent may, and at the request of the requisite number of lenders shall, declare all obligations under the BofA Credit Agreement immediately due and payable and enforce any and all rights of the lenders or BofA under the BofA Credit Agreement and related documents.
The Former BofA Credit Facility also obligated the Company to pay an annual facility fee in an amount that is also based on the Company’s credit rating. The facility fee was assessed against the total amount of the Former BofA Revolver, or $600 million (0.30% at December 31, 2021).
The Former BofA Credit Facility also obligated us to pay an annual facility fee in an amount that was also based on our credit rating. The facility fee was assessed against the total amount of the Former BofA Revolver, or $600 million (0.30% at December 31, 2021).
Investors are cautioned that our forward-looking statements involve risks and uncertainty, including without limitation, adverse changes in general economic or local market conditions, including the impact of recessionary concerns, inflation, energy prices and interest rates, as well as those resulting from the COVID-19 pandemic, including the impact of work-from-home policies, and other potential infectious disease outbreaks and terrorist attacks or other acts of violence, which may negatively affect the markets in which we and our tenants operate, adverse changes in energy prices, which if sustained, could negatively impact occupancy and rental rates in the markets in which we own properties, including energy-influenced markets such as Dallas, Denver and Houston, expectations for future property dispositions, uncertainty relating to the completion and timing of the disposition of the properties under agreement, expectations for the potential payment of special dividends, changes in interest rates as a result of economic market conditions, disruptions in the debt markets, economic conditions in the markets in which we own properties, risks of a lessening of demand for the types of real estate owned by us, uncertainties relating to fiscal policy, changes in government regulations and regulatory uncertainty, geopolitical events, and expenditures that cannot be anticipated such as utility rate and usage increases, delays in construction schedules, unanticipated increases in construction costs, unanticipated repairs, increases in the level of general and administrative costs as a percentage of revenues as revenues decrease as a result of property dispositions, additional staffing, insurance increases and real estate tax valuation reassessments.
Investors are cautioned that our forward-looking statements involve risks and uncertainty, including without limitation, adverse changes in general economic or local market conditions, including the impact of recessionary concerns, inflation, energy prices and interest rates, as well as those resulting from the COVID-19 pandemic, including the impact of work-from-home and return-to-work policies, and other potential infectious disease outbreaks and terrorist attacks or other acts of violence, which may negatively affect the markets in which we and our tenants operate, our inability to extend and/or refinance our debt or effect asset sales sufficient to repay such debt prior to the maturity dates thereof, adverse changes in energy prices, which if sustained, could negatively impact occupancy and rental rates in the markets in which we own properties, including energy-influenced markets such as Dallas, Denver and Houston, expectations for future property dispositions, expectations for future potential leasing activity, expectations for the potential payment of special dividends, changes in interest rates as a result of economic market conditions, disruptions in the debt markets, economic conditions in the markets in which we own properties, risks of a lessening of demand for the types of real estate owned by us, uncertainties relating to fiscal policy, changes in government regulations and regulatory uncertainty, geopolitical events, and expenditures that cannot be anticipated such as utility rate and usage increases, delays in construction schedules, unanticipated increases in construction costs, unanticipated repairs, increases in the level of general and administrative costs as a percentage of revenues as revenues decrease as a result of property dispositions, additional staffing, insurance increases and real estate tax valuation reassessments.
The BofA Credit Agreement also restricts the Company’s ability to make quarterly dividend distributions that exceed $0.01 per share of the Company’s common stock; provided, however, that notwithstanding such restriction, the Company is permitted to make dividend distributions based on the Company’s good faith estimate of projected or estimated taxable income or otherwise as necessary to retain the Company’s status as a real estate investment trust, to meet the distribution requirements of Section 857 of the Internal Revenue Code or to eliminate any income or excise taxes to which the Company would otherwise be subject.
In addition, the BofA Credit Agreement also restricts our ability to make quarterly dividend distributions that exceed $0.01 per share of our common stock; provided, however, that notwithstanding such restriction, we are permitted to make dividend 40 Table of Contents distributions based on our good faith estimate of projected or estimated taxable income or otherwise as necessary to retain our status as a real estate investment trust, to meet the distribution requirements of Section 857 of the Internal Revenue Code or to eliminate any income or excise taxes to which we would otherwise be subject.
The tranche B term loan matures on October 1, 2024. ​ Effective February 10, 2023 upon entering into the BMO First Amendment, the BMO Term Loan bears interest at either (i) 300 basis points over one, three or six month term SOFR, plus a corresponding adjustment of 0.11448%, 0.26161% or 0.42826%, respectively, or (ii) 200 basis points over the base rate.
The tranche B term loan matures on April 1, 2026. ​ Effective February 10, 2023 upon entering into the BMO First Amendment, interest on the BMO Term Loan has been either (i) 300 basis points over one, three or six month term SOFR, plus a corresponding adjustment of 0.11448%, 0.26161% or 0.42826%, respectively, or (ii) 200 basis points over the base rate.
Effective simultaneously with the closing of the Former BofA Credit Agreement on January 10, 2022, the Company delivered a notice to BofA terminating the aggregate lender commitments under the Former BofA Revolver in their entirety.
Effective simultaneously with the closing of the Former BofA Credit Facility on January 10, 2022, we delivered a notice terminating the aggregate lender commitments under the Former BofA Revolver in their entirety.
Additional information about the Sponsored REIT Loan as of December 31, 2022, including a summary table of the Sponsored 46 Table of Contents REIT Loan, is incorporated herein by reference to Note 3, “Related Party Transactions and Investments in Non-Consolidated Entities - Management fees and interest income from loans”, in the Notes to Consolidated Financial Statements included in this report. ​ ​
Additional information about the Sponsored REIT Loan as of December 31, 2023 is incorporated herein by reference to Note 3, “Related Party Transactions and Investments in Non-Consolidated Entities - Management fees and interest income from loans”, in the Notes to Consolidated Financial Statements included in this report. ​
Under the new variable quarterly dividend policy, the Board of Directors will determine quarterly dividends based upon a variety of factors, including the Company’s estimates of its annual taxable income and the amount that the Company is required to distribute annually in the aggregate to enable the Company to continue to qualify as a real estate investment trust for federal income tax purposes. ​ On June 15, 2021, the credit rating for our senior unsecured debt was downgraded by Moody’s Investor Service to Ba1 from Baa3.
Under the variable quarterly dividend policy, the Board of Directors determines quarterly dividends based upon a variety of factors, including the Company’s estimates of its annual taxable income and the amount that the Company is required to distribute annually in the aggregate to enable the Company to continue to qualify as a real estate investment trust for federal income tax purposes. ​ The credit rating for our senior unsecured debt was downgraded by Moody’s Investor Service from Ba1 to Ba3 on April 12, 2023, and from Ba3 to B3 on June 14, 2023.
The Company was in compliance with the BofA Revolver financial covenants as of December 31, 2022. ​ The BofA Credit Agreement provides for customary events of default with corresponding grace periods, including failure to pay any principal or interest when due, failure to comply with the provisions of the BofA Credit Agreement, certain cross defaults and a change in control of the Company (as defined in the BofA Credit Agreement).
We were in compliance with the BofA Term Loan financial covenants as of December 31, 2023. ​ The BofA Credit Agreement provides for customary events of default with corresponding grace periods, including failure to pay any principal or interest when due, failure to comply with the provisions of the BofA Credit Agreement, certain cross defaults and a change in control (as defined in the BofA Credit Agreement).
On September 6, 2022, the Company prepaid the remaining $110 million balance of the Former BofA Term Loan in full and incurred a loss of extinguishment of debt of $0.1 million related to unamortized deferred financing costs. ● If the Company had not prepaid the Former BofA Term Loan in full on September 6, 2022, the Former BofA Term Loan would have matured on January 12, 2023. ​ The Former BofA Term Loan bore interest at either (i) a margin over LIBOR depending on the Company’s credit rating (1.75% over LIBOR at the date of repayment on September 6, 2022) or (ii) a margin over the base rate depending on the Company’s credit rating (0.750% over the base rate at the date of repayment on September 6, 2022). 42 Table of Contents The margin over LIBOR rate or base rate was determined based on the Company’s credit rating pursuant to a pricing grid.
On September 6, 2022, we prepaid the remaining $110 million balance of the Former BofA Term Loan in full and incurred a loss of extinguishment of debt of $0.1 million related to unamortized deferred financing costs. ● If we had not prepaid the Former BofA Term Loan in full on September 6, 2022, the Former BofA Term Loan would have matured on January 12, 2023. ​ The Former BofA Term Loan bore interest at either (i) a margin over LIBOR depending on our credit rating (1.75% over LIBOR at the date of repayment on September 6, 2022) or (ii) a margin over the base rate depending on our credit rating (0.750% over the base rate at the date of repayment on September 6, 2022).
Significant estimates in the consolidated financial statements include the allowance for doubtful accounts, purchase price allocations, useful lives of fixed assets, impairment considerations and the valuation of derivatives. ​ Critical accounting policies are those that have the most impact on the reporting of our financial condition and results of operations and those requiring significant judgments and estimates.
Significant estimates in the consolidated financial statements include purchase price allocations, impairment considerations and the valuation of derivatives. ​ Critical accounting policies are those that have the most impact on the reporting of our financial condition and results of operations and those requiring significant judgments and estimates.
In addition, under certain circumstances, such as if SOFR is not able to be determined, the BofA Revolver will instead bear interest at a margin over a specified base rate.
In addition, under certain circumstances, such as if SOFR was not able to be determined, the BofA Revolver bore interest at a margin over a specified base rate.
We have included the NAREIT FFO definition as of May 17, 2016 in the table and note that other REITs may not define FFO in accordance with the NAREIT definition or may interpret the current NAREIT definition differently than we do. ​ We believe that in order to facilitate a clear understanding of the results of the Company, FFO should be examined in connection with net income and cash flows from operating, investing and financing activities in the consolidated financial statements. ​ The calculations of FFO are shown in the following table: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year December 31, (in thousands): ​ 2022 2021 2020 Net income ​ ​ $ 1,094 ​ $ 92,717 ​ $ 32,615 ​ Impairment and loan loss reserve ​ ​ ​ 4,237 ​ ​ — ​ ​ — ​ Gain on sale of properties ​ ​ (27,939) (113,134) ​ (41,928) ​ Equity in income of non-consolidated REITs ​ ​ — ​ (421) ​ — ​ FFO from non-consolidated REITs ​ ​ — ​ 421 ​ — ​ Depreciation and amortization ​ ​ 63,689 ​ 78,509 ​ 88,244 ​ NAREIT FFO ​ ​ 41,081 ​ 58,092 ​ 78,931 ​ Lease Acquisition costs ​ ​ 262 ​ 387 ​ 467 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Funds From Operations ​ ​ $ 41,343 ​ $ 58,479 ​ $ 79,398 ​ ​ Net Operating Income (NOI) ​ The Company provides property performance based on Net Operating Income, which we refer to as NOI.
We have included the NAREIT FFO definition as of May 17, 2016 in the table and note that other REITs may not define FFO in accordance with the NAREIT definition or may interpret the current NAREIT definition differently than we do. ​ We believe that in order to facilitate a clear understanding of the results of the Company, FFO should be examined in connection with net income and cash flows from operating, investing and financing activities in the consolidated financial statements. ​ The calculations of FFO are shown in the following table: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Year December 31, (in thousands): ​ 2023 2022 2021 Net income (loss) ​ ​ $ (48,110) ​ $ 1,094 ​ $ 92,717 ​ Gain on consolidation of Sponsored REIT ​ ​ ​ (394) ​ ​ — ​ ​ — ​ Impairment and loan loss reserve ​ ​ ​ — ​ ​ 4,237 ​ ​ — ​ (Gain) loss on sale of properties and impairment of assets held for sale, net ​ ​ 23,384 (27,939) ​ (113,134) ​ Equity in income of non-consolidated REITs ​ ​ — ​ — ​ (421) ​ FFO from non-consolidated REITs ​ ​ — ​ — ​ 421 ​ Depreciation and amortization ​ ​ 54,694 ​ 63,689 ​ 78,509 ​ NAREIT FFO ​ ​ 29,574 ​ 41,081 ​ 58,092 ​ Lease Acquisition costs ​ ​ 390 ​ 262 ​ 387 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Funds From Operations ​ ​ $ 29,964 ​ $ 41,343 ​ $ 58,479 ​ ​ Net Operating Income (NOI) ​ The Company provides property performance based on Net Operating Income, which we refer to as NOI.
In the future we may need to revise our carrying value assessments to incorporate information which is not now known and such revisions could increase or decrease our depreciation expense related to properties we own, result in the classification of our leases as other than operating leases or decrease the carrying values of our assets. ​ Allocation of Purchase Price ​ We allocate the value of real estate acquired among land, buildings, improvements and identified intangible assets and liabilities, which may consist of the value of above market and below market leases, the value of in-place leases, and the value of tenant relationships.
In the future we may need to revise our carrying value assessments to incorporate information which is not now known and such revisions could decrease the carrying values of our assets. ​ Allocation of Purchase Price ​ We allocate the value of real estate acquired among land, buildings, improvements and identified intangible assets and liabilities, which may consist of the value of above market and below market leases, the value of in-place leases, and the value of tenant relationships.
In addition, under certain circumstances, such as if SOFR was not able to be determined, the BofA Revolver will instead bear interest at 200 basis points over the base rate.
In addition, under certain circumstances, such as if SOFR is not able to be determined, the BofA Revolver would have instead bore interest at 200 basis points over the base rate.
For purposes of the Former BofA Credit Facility, base rate meant, for any day, a fluctuating rate per annum equal to the highest of: (i) the bank’s prime rate for such day, (ii) the Federal Funds Rate for such day, plus 0.50%, and (iii) the one month LIBOR based rate for such day plus 1.00%.
The margin over LIBOR rate or base rate was determined based on our credit rating pursuant to a pricing grid. ​ For purposes of the Former BofA Credit Facility, base rate meant, for any day, a fluctuating rate per annum equal to the highest of: (i) the bank’s prime rate for such day, (ii) the Federal Funds Rate for such day, plus 0.50%, and (iii) the one month LIBOR based rate for such day plus 1.00%.
We exclude the NOI from any Sponsored REIT that is consolidated from the calculation of NOI. The information presented includes footnotes and the data is shown by region with properties owned in the periods presented, which we call Same Store.
We exclude the NOI from any Sponsored REIT that is consolidated from the calculation of NOI. The information presented includes footnotes and the data is shown by region with properties owned in the 34 Table of Contents periods presented, which we call Same Store. The comparative Same Store results include properties held for the periods presented and exclude acquired properties.
Prior to February 10, 2023, base rate meant, for any day, a fluctuating rate per annum equal to the highest of: (i) the bank’s prime rate for such day, (ii) the Federal Funds Rate for such day, plus 0.50%, and (iii) the one-month LIBOR based rate for such day plus 1.00%.
Prior to February 10, 2023, base rate meant, for any day, a fluctuating rate per annum equal to the highest of: (i) the bank’s prime rate for such day, (ii) the Federal Funds Rate for such day, plus 0.50%, and (iii) the one-month LIBOR based rate for such day plus 1.00%. ​ As of December 31, 2023, the interest rate on the BMO Term Loan was 8.47% per annum.
As part of its consideration for agreeing to amend and restate the Sponsored REIT Loan, the Company obtained from the stockholders of the parent of FSP Monument Circle LLC the right to vote their shares in favor of any sale of the property owned by FSP Monument Circle LLC any time on or after January 1, 2023. ● we continued to actively explore additional potential real estate investment opportunities. ​ During 2020: ● we continued to actively explore additional potential real estate investment opportunities. ​ Property Dispositions and Assets Held for Sale ​ During 2022, we sold two office properties located in Broomfield, Colorado on August 31, 2022 for an aggregate sales price of $102.5 million, at a gain of approximately $24.1 million.
As part of its consideration for agreeing to amend and restate the Sponsored REIT Loan, the Company obtained from the stockholders of the parent of FSP Monument Circle LLC the right to vote their shares in favor of any sale of the property owned by FSP Monument Circle LLC any time on or after January 1, 2023. ● we continued to actively explore additional potential real estate investment opportunities. ​ Property Dispositions and Assets Held for Sale ​ During 2023, we sold an office property located in Elk Grove, Illinois on March 10, 2023 for a sales price of $29.1 million, at a gain of approximately $8.4 million.
Competition, economic conditions and other factors may cause occupancy declines in the future.
Competition, economic conditions and other factors may cause occupancy 27 Table of Contents declines in the future.
On February 8, 2023, we terminated all remaining interest rate swaps applicable to the BMO Term Loan and, on February 10, 2023, we received an aggregate of approximately $4.3 million as a result of such terminations. ​ The BMO Credit Agreement contains customary affirmative and negative covenants for credit facilities of this type, including limitations with respect to indebtedness, liens, investments, mergers and acquisitions, disposition of assets, changes in business, certain restricted payments and repurchases and redemptions of the Company’s common stock; going concern qualifications to our financial statements; and the requirement to have subsidiaries provide a guaranty in the event that they incur recourse indebtedness and transactions with affiliates.
On February 8, 2023, we terminated all remaining interest rate swaps applicable to the BMO Term Loan and, on February 10, 2023, we received an aggregate of approximately $4.3 million as a result of such terminations. ​ 38 Table of Contents The BMO Credit Agreement contains customary affirmative and negative covenants for credit facilities of this type, including limitations with respect to indebtedness, liens, investments, mergers and acquisitions, disposition of assets, use of net cash proceeds from the disposition of property, assets and equity issuances, mandatory prepayments, the requirement to have certain subsidiaries provide guarantees, the requirement to pledge our equity interests in certain subsidiaries as collateral, changes in business, certain restricted payments, repurchases and redemptions of our common stock, going concern qualifications to our financial statements, and transactions with affiliates.
Our ability to maintain or increase our level of dividends to stockholders, however, depends in significant part upon the level of rental income from our real properties, property dispositions and our interest costs. ​ Operating Activities ​ Cash provided by our operating activities of $15.2 million is primarily attributable to net income of $1.1 million excluding gains on sale of properties of $27.9 million and the impairment of a mortgage loan receivable of $4.2 million plus the add-back of $60.1 million of non-cash expenses, less $8.2 million increase in payments of deferred leasing commissions, a $7.0 million increase in accounts payable and accrued expenses, a $4.5 million increase in lease acquisition costs, a $1.8 million increase in prepaid expenses and other assets, a $0.5 million increase in tenant security deposits and a $0.3 million increase in tenant rent receivables. ​ Investing Activities ​ Cash provided by investing activities for the year ended December 31, 2022 of $74.0 million is primarily attributable to proceeds from the sale of three properties of $128.9 million and was partially offset by capital expenditures and office equipment investments of approximately $54.9 million. ​ Financing Activities ​ Cash used in financing activities for the year ended December 31, 2022 of $123.4 million is primarily attributable to repayment of the Former BofA Term Loan in the amount of $110.0 million, distributions paid to stockholders in the amount of $54.0 million, stock repurchases in the amount of $4.8 million, and payment of deferred financing costs of $2.6 million, which was partially offset by net borrowings under the BofA Revolver of $48.0 million. ​ Liquidity beyond the next 12 months ​ Our ability to generate cash adequate to meet our needs is dependent primarily on income from real estate investments, the sale of real estate investments, leveraging of real estate investments, availability of bank borrowings, proceeds from public offerings of stock, private placement of debt and access to the capital markets.
Our ability to maintain or increase our level of dividends to stockholders, however, depends in significant part upon the level of rental income from our real properties, property dispositions and our interest costs. ​ Operating Activities ​ Cash provided by our operating activities for the year ended December 31, 2023 of $17.9 million is primarily attributable to a net loss of $48.1 million excluding net losses on sale of properties of $23.3 million less the gain on consolidation of Sponsored REIT of $0.4 million, plus the add-back of $54.4 million of non-cash expenses, less $7.6 million increase in payments of deferred leasing commissions, a $2.7 million increase in accounts payable and accrued expenses, a $2.0 million increase in lease acquisition costs plus a $0.5 million increase in tenant security deposits and a $0.4 million decrease in prepaid expenses and other assets. ​ Investing Activities ​ Cash provided by investing activities for the year ended December 31, 2023 of $113.6 million is primarily attributable to proceeds from the sale of four properties of $142.2 million and an increase of investment in a mortgage receivable of $3.0 million from cash recorded in consolidation of Monument Circle, which was partially offset by capital expenditures and office equipment investments of approximately $31.6 million. ​ Financing Activities ​ Cash used in financing activities for the year ended December 31, 2023 of $10.2 million is primarily attributable to repayment of the Former BofA Term Loan (defined below) in the amount of $50.0 million, distributions paid to stockholders in the amount of $4.1 million, and payment of deferred financing costs of $2.3 million, which was partially offset by net borrowings under the BofA Revolver (defined below) of $42.0 million and the proceeds from the termination of interest rate swap of $4.2 million. ​ Liquidity beyond the next 12 months ​ Our ability to generate cash adequate to meet our needs is dependent primarily on income from real estate investments, the sale of real estate investments, leveraging of real estate investments, availability of bank borrowings, proceeds from public offerings of stock, private placement of debt and access to the capital markets.
On November 16, 2021, we sold two office properties in Chantilly, Virginia for an aggregate sales price of approximately $40 million, at a loss of approximately $2.9 million. ​ During 2020, we sold an office property located in Durham, North Carolina, for a sales price of approximately $89.7 million, at a gain of approximately $41.9 million. ​ We used the proceeds of the dispositions principally to repay outstanding indebtedness. ​ The dispositions of these properties did not represent a strategic shift that has a major effect on our operations and financial results.
On November 16, 2021, we sold two office properties in Chantilly, Virginia for an aggregate sales price of approximately $40 million, at a loss of approximately $2.9 million. ​ We used, or intend to use, the proceeds of the dispositions primarily to repay outstanding indebtedness. ​ The dispositions of these properties did not represent a strategic shift that has a major effect on our operations and financial results.
We are unable to estimate the full extent of the impact that the COVID-19 pandemic will have on our future financial results at this time.
We are unable to estimate the full extent of the long term impact that the COVID-19 pandemic will have on our future financial results at this time. See “Risk Factors” in Item 1A.
Effective February 10, 2023 upon entering into the BofA First Amendment, the Company is also obligated to pay an annual facility fee on the unused portion of the BofA Revolver at the rate of 0.350% per annum and, if applicable, letter of credit fees.
Effective February 10, 2023 upon entering into the BofA First Amendment, we were obligated to pay an annual facility fee on the unused portion of the BofA Revolver at the rate of 0.350% per annum and, if applicable, letter of credit fees. Effective February 21, 2024 upon entering into the BofA Second Amendment, those fees no longer apply.
In addition, the decrease was higher in 2022 as a result of interest swap breakage costs in 2021 of $1.9 million related to the repayment of $155 million in term loan debt on June 4, 2021. ​ Loss on extinguishment of debt ​ During the year ended December 31, 2022 and 2021, we repaid debt and incurred a loss on extinguishment of debt of $0.1 million and $0.9 million, respectively, related to unamortized deferred financing costs on the dates of the repayments. ​ Impairment and loan reserve ​ During the year ended December 31, 2022, we recorded an impairment on a mortgage receivable of $4.2 million.
In addition, the decrease was higher in 2022 as a result of interest swap breakage costs in 2021 of $1.9 million related to the repayment of $155 million in term loan debt on June 4, 2021. ​ Loss on extinguishment of debt ​ During the year ended December 31, 2022 and 2021, we repaid debt and incurred a loss on extinguishment of debt of $0.1 million and $0.9 million, respectively, related to unamortized deferred financing costs on the dates of the repayments. ​ Impairment and loan reserve ​ During the year ended December 31, 2022, we recorded an impairment on a mortgage receivable of $4.2 million. ​ Gain on sale of properties, net ​ During the year ended December 31, 2022, we sold two office properties located in Broomfield, Colorado on August 31, 2022 for an aggregate sales price of $102.5 million, at a gain of $24.1 million.
If the base rate is being used because SOFR is not able to be determined, base rate is the greater of clauses (i), (ii) and (iv). ​ Based upon the Company’s credit rating, as of December 31, 2022, the interest rate on the BofA Revolver was 6.22% per annum.
If the base rate is being used because SOFR is not able to be determined, base rate is the greater of clauses (i), (ii) and (iv). ​ As of December 31, 2023, the interest rate on the BofA Revolver was 8.47% per annum.
We were in compliance with the Senior Notes financial covenants as of December 31, 2022. ​ Equity Offering ​ From time to time, we may issue debt securities, common stock, preferred stock or depository shares under a registration statement to fund the acquisition of additional properties, to pay down any existing debt financing and for other corporate purposes. 43 Table of Contents Stock Repurchases ​ On June 23, 2021, we announced that our Board of Directors had authorized the repurchase of up to $50 million of the Company’s common stock from time to time in the open market, privately negotiated transactions or other manners as permitted by federal securities laws.
In the case of an event of default, the purchasers may, among other remedies, accelerate the payment of all obligations. ​ Equity Offering ​ From time to time, we may issue debt securities, common stock, preferred stock or depository shares under a registration statement to fund the acquisition of additional properties, to pay down any existing debt financing and for other corporate purposes. ​ Stock Repurchases ​ On June 23, 2021, we announced that our Board of Directors had authorized the repurchase of up to $50 million of the Company’s common stock from time to time in the open market, privately negotiated transactions or other manners as permitted by federal securities laws.
These policies affect our: ​ ● allocation of purchase price; ● allowance for doubtful accounts; ● allowance for loan losses on mortgage loans; ● assessment of the carrying values and impairments of long lived assets; ● useful lives of fixed assets and intangibles; ● valuation of derivatives; ● classification of leases; and ● ownership of stock in a Sponsored REIT and related interests. ​ 28 Table of Contents These policies involve significant judgments made based upon our experience, including judgments about current valuations, ultimate realizable value, estimated useful lives, salvage or residual value, the ability of our tenants to perform their obligations to us, current and future economic conditions and competitive factors in the markets in which our properties are located.
These policies affect our: ​ ● allocation of purchase price; ● allowance for loan losses on mortgage loans; ● assessment of the carrying values and impairments of long lived assets; ● valuation of derivatives; and ● ownership of stock in a Sponsored REIT and related interests. ​ These policies involve significant judgments made based upon our experience, including judgments about current valuations, ultimate realizable value, current and future economic conditions and competitive factors in the markets in which our properties are located.
On average, tenant improvements for such leases were $31.86 per square foot, lease commissions were $11.80 per square foot and rent concessions were approximately six months of free rent.
On average, tenant improvements for such leases were $22.42 per square foot, lease commissions were $10.56 per square foot and rent concessions were approximately six months of free rent.
Incorrect assumptions or estimates may result in misclassification of our leases. ​ ​ ​ ​ 30 Table of Contents Results of Operations ​ The following table shows financial results for the years ended December 31, 2022 and 2021. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year ended December 31, ​ (in thousands) 2022 2021 Change Revenues: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Rental ​ $ 163,739 ​ $ 207,581 ​ $ (43,842) ​ Related party revenue: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Management fees and interest income from loans ​ 1,855 ​ 1,700 ​ 155 ​ Other ​ 21 ​ 77 ​ (56) ​ Total revenues ​ 165,615 ​ 209,358 ​ (43,743) ​ Expenses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Real estate operating expenses ​ 52,820 ​ 60,881 ​ (8,061) ​ Real estate taxes and insurance ​ 34,620 ​ 41,061 ​ (6,441) ​ Depreciation and amortization ​ 63,808 ​ 78,544 ​ (14,736) ​ General and administrative ​ 13,885 ​ 15,898 ​ (2,013) ​ Interest ​ 22,808 ​ 32,273 ​ (9,465) ​ Total expenses ​ 187,941 ​ 228,657 ​ (40,716) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss on extinguishment of debt ​ ​ (78) ​ ​ (901) ​ ​ 823 ​ Impairment and loan loss reserve ​ ​ (4,237) ​ ​ — ​ ​ (4,237) ​ Gain on sale of properties, net ​ 27,939 ​ 113,134 ​ (85,195) ​ Income (loss) before taxes and equity in income of non-consolidated REITs ​ 1,298 ​ 92,934 ​ (91,636) ​ Tax expense ​ 204 ​ 638 ​ (434) ​ Equity in income of non-consolidated REITs ​ — ​ 421 ​ (421) ​ Net income (loss) ​ $ 1,094 ​ $ 92,717 ​ $ (91,623) ​ ​ Comparison of the year ended December 31, 2022 to the year ended December 31, 2021 ​ Revenues ​ Total revenues decreased by $43.7 million to $165.6 million for the year ended December 31, 2022, as compared to the year ended December 31, 2021.
During the three months ended September 30, 2023, we entered into a purchase and sales agreement, which was subsequently amended, to sell a property located in Richardson, Texas for a gross sales price of $35 million, at an expected loss of $2.1 million that was recorded as an impairment loss during the three months ended December 31, 2023. ​ Interest Income ​ During the three months ended December 31, 2023, we invested disposition proceeds in an interest bearing account and earned $0.6 million in interest income. ​ Tax expense on income ​ Included in income taxes is the Revised Texas Franchise Tax, which is a tax on revenues from Texas properties, which was $0.3 million during the year ended December 31, 2023, compared to $0.2 million during the year ended December 31, 2022. ​ Net income and loss ​ Net loss for year ended December 31, 2023, was $48.1 million compared to net income of $1.1 million for the year ended December 31, 2022, for the reasons described above. ​ The following table shows financial results for the years ended December 31, 2022 and 2021. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year ended December 31, ​ (in thousands) 2022 2021 Change Revenues: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Rental ​ $ 163,739 ​ $ 207,581 ​ $ (43,842) ​ Related party revenue: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Management fees and interest income from loans ​ 1,855 ​ 1,700 ​ 155 ​ Other ​ 21 ​ 77 ​ (56) ​ Total revenues ​ 165,615 ​ 209,358 ​ (43,743) ​ Expenses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Real estate operating expenses ​ 52,820 ​ 60,881 ​ (8,061) ​ Real estate taxes and insurance ​ 34,620 ​ 41,061 ​ (6,441) ​ Depreciation and amortization ​ 63,808 ​ 78,544 ​ (14,736) ​ General and administrative ​ 13,885 ​ 15,898 ​ (2,013) ​ Interest ​ 22,808 ​ 32,273 ​ (9,465) ​ Total expenses ​ 187,941 ​ 228,657 ​ (40,716) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loss on extinguishment of debt ​ ​ (78) ​ ​ (901) ​ ​ 823 ​ Impairment and loan loss reserve ​ ​ (4,237) ​ ​ — ​ ​ (4,237) ​ Gain on sale of properties, net ​ 27,939 ​ 113,134 ​ (85,195) ​ Income before taxes on income and equity in income of non-consolidated REITs ​ 1,298 ​ 92,934 ​ (91,636) ​ Tax expense ​ 204 ​ 638 ​ (434) ​ Equity in income of non-consolidated REITs ​ — ​ 421 ​ (421) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income ​ $ 1,094 ​ $ 92,717 ​ $ (91,623) ​ ​ 31 Table of Contents Comparison of the year ended December 31, 2022 to the year ended December 31, 2021 ​ Revenues ​ Total revenues decreased by $43.7 million to $165.6 million for the year ended December 31, 2022, as compared to the year ended December 31, 2021.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

8 edited+4 added−1 removed1 unchanged
Biggest changeHowever, there can be no assurance that we will be able to adequately protect against the foregoing risks or that we will ultimately realize an economic benefit that exceeds the related amounts incurred in connection with engaging in such hedging strategies. ​ The Company’s derivatives are recorded at fair value in other assets and liabilities in the consolidated balance sheets, the effective portion of the derivatives’ fair value is recorded to other comprehensive income in the consolidated statements of other comprehensive income (loss). ​ The following table presents, as of December 31, 2022, our contractual variable rate borrowings under our BofA Revolver, which matures on January 12, 2024, under our BMO Term Loan Tranche B, which matures on January 47 Table of Contents 31, 2024, under our Series A Notes, which mature on December 20, 2024, and under our Series B Notes, which mature on December 20, 2027. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Payment due by period ​ ​ (in thousands) ​ Total 2023 2024 2025 2026 2027 Thereafter BofA Revolver ​ $ 48,000 ​ $ — ​ $ 48,000 ​ $ — ​ $ — ​ $ — ​ $ — ​ BMO Term Loan Tranche B ​ ​ 165,000 ​ ​ — ​ ​ 165,000 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ Series A Notes ​ ​ 116,000 ​ ​ — ​ ​ 116,000 ​ ​ — ​ — ​ — ​ — ​ Series B Notes ​ 84,000 ​ ​ — ​ ​ — ​ ​ — ​ — ​ 84,000 ​ — ​ Total ​ $ 413,000 ​ $ — ​ $ 329,000 ​ $ — ​ $ — ​ $ 84,000 ​ $ — ​ ​ ​ ​
Biggest changeHowever, there was no assurance that we would be able to adequately protect against the foregoing risks or that we would ultimately realize an economic benefit that exceeds the related amounts incurred in connection with engaging in such hedging strategies. ​ The Company’s derivatives are recorded at fair value in other assets and liabilities in the consolidated balance sheets, the effective portion of the derivatives’ fair value is recorded to other comprehensive income in the consolidated statements of other comprehensive income (loss). ​ The following table presents, as of December 31, 2023 our contractual variable rate borrowings under our BofA Revolver, which had a maturity date of October 1, 2024, under our BMO Term Loan Tranche B, which had a maturity date of October 1, 2024, under our Series A Notes, which had a maturity date of December 20, 2024, and under our Series B Notes, which had a maturity date of December 20, 2027.
We do not believe that the interest rate risk on the BofA Revolver is material as of December 31, 2022. ​ Although the interest rate on the BMO Term Loan is variable, the Company fixed the base LIBOR interest rate on the BMO Term Loan by entering into interest rate swap agreements.
We do not believe that the interest rate risk on the BofA Revolver was material as of December 31, 2023. ​ Although the interest rate on the BMO Term Loan is variable, the Company fixed the base LIBOR interest rate on the BMO Term Loan by entering into interest rate swap agreements.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk . ​ Market Rate Risk ​ We are exposed to changes in interest rates primarily from our floating rate borrowing arrangements. We use interest rate derivative instruments to manage exposure to interest rate changes.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk . ​ Market Rate Risk ​ We are exposed to changes in interest rates primarily from our floating rate borrowing arrangements. We have used interest rate derivative instruments to manage exposure to interest rate changes.
We require our derivatives contracts to be with counterparties that have investment grade ratings. As a result, we do not anticipate that any counterparty will fail to meet its obligations.
We require our derivatives contracts to be with counterparties that have investment grade ratings. As a result, we did not anticipate that any counterparty would fail to meet its obligations.
As of December 31, 2022 and December 31, 2021, if market rates on our outstanding borrowings under the BofA Revolver subject to a floating rate increased by 10% at maturity, or approximately 62 basis points, over the current variable rate, the increase in interest expense would decrease future earnings and cash flows by approximately $0.3 million.
As of December 31, 2023 and December 31, 2022, if market rates on our outstanding borrowings under the BofA Revolver were subject to a floating rate increased by 10% at maturity, or approximately 85 and 62 basis points, respectively, over the current variable rate, the increase in interest expense would have decreased future earnings and cash flows by approximately $0.8 million and $0.3 million, respectively.
On February 8, 2023, we terminated all remaining interest rate swaps applicable to the BMO Term Loan and, on February 10, 2023, we received an aggregate of approximately $4.3 million as a result of such terminations. ​ The table below lists our derivative instrument, which is hedging variable cash flows related to interest on our BMO Term Loan as of December 31, 2022 and December 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Notional Strike Effective Expiration ​ Fair Value (1) at (in thousands) ​ Value ​ Rate ​ Date ​ Date ​ December 31, 2022 December 31, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2019 BMO Interest Rate Swap ​ $ 165,000 2.39 % Aug-20 Jan-24 ​ $ 4,358 ​ $ (5,239) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Classified within Level 2 of the fair value hierarchy. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Our BMO Term Loan hedging transaction uses derivative instruments that involve certain additional risks such as counterparty credit risk, the enforceability of hedging contracts and the risk that unanticipated and significant changes in interest rates will cause a significant loss of basis in the contract.
The interest rate on the BMO Term Loan as of December 31, 2023 was SOFR plus an adjustment of 0.11448% plus 300 basis points, or 8.47% per annum. ​ The table below lists our derivative instrument, which is hedging variable cash flows related to interest on our BMO Term Loan as of December 31, 2023 and December 31, 2022 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Notional Strike Effective Expiration ​ Fair Value (1) at (in thousands) ​ Value ​ Rate ​ Date ​ Date ​ December 31, 2023 December 31, 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2019 BMO Interest Rate Swap ​ $ 165,000 2.39 % Aug-20 Jan-24 ​ $ — ​ $ 4,358 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Classified within Level 2 of the fair value hierarchy. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Our BMO Term Loan hedging transaction used derivative instruments that involved certain additional risks such as counterparty credit risk, the enforceability of hedging contracts and the risk that unanticipated and significant changes in interest rates would cause a significant loss of basis in the contract.
Based upon our credit rating, the interest rate on the BofA Revolver as of December 31, 2022 was SOFR plus an adjustment of 0.11448% plus 175 basis points, or 4.358% per annum. There was $48.0 million drawn on the BofA Revolver as of December 31, 2022.
The interest rate on the BofA Revolver as of December 31, 2023 was SOFR plus an adjustment of 0.11448% plus 300 basis points, or 8.47% per annum, and as of December 31, 2022 was SOFR plus an adjustment of 0.11448% plus 175 basis points, or 4.358% per annum.
The fair value of these interest rate swaps are affected by changes in market interest rates. This interest rate swap was our only derivative instrument as of December 31, 2022.
Accordingly, based upon our credit rating, as of December 31, 2022, the interest rate on the BMO Term Loan was 4.04% per annum. The fair value of these interest rate swaps are 46 Table of Contents affected by changes in market interest rates. This interest rate swap was our only derivative instrument as of December 31, 2022.
Removed
On June 4, 2021, the Company paid approximately $0.6 million to terminate $55 million in Notional Value on the 2019 BMO Interest Rate Swap, which was scheduled to mature on November 30, 2021. Accordingly, based upon our credit rating, as of December 31, 2022, the interest rate on the BMO Term Loan was 4.04% per annum.
Added
There was $90 million and $48 million drawn on the BofA Revolver as of December 31, 2023 and December 31, 2022, respectively.
Added
On February 8, 2023, we terminated all outstanding interest rate swaps applicable to the BMO Term Loan and, on February 10, 2023, we received an aggregate of approximately $4.3 million as a result of such terminations, of which approximately $0.1 million related to interest receivable.
Added
As of December 31, 2023, if market rates on our outstanding borrowings under the BMO Term Loan were subject to a floating rate increased by 10% at maturity, or approximately 85 basis points over the current variable rate, the increase in interest expense would have decreased future earnings and cash flows by approximately $1.0 million.
Added
Because the table below is as of December 31, 2023, it does not reflect our contractial variable rate borrowings or changes in maturity dates as subsequently amended effective February 21, 2024. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Payment due by period ​ ​ (in thousands) ​ Total 2024 2025 2026 2027 2028 Thereafter BofA Revolver ​ $ 90,000 ​ $ 90,000 ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ BMO Term Loan Tranche B ​ ​ 115,000 ​ ​ 115,000 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ Series A Notes ​ ​ 116,000 ​ ​ 116,000 ​ ​ — ​ ​ — ​ — ​ — ​ — ​ Series B Notes ​ 84,000 ​ ​ — ​ ​ — ​ ​ — ​ 84,000 ​ — ​ — ​ Total ​ $ 405,000 ​ $ 321,000 ​ $ — ​ $ — ​ $ 84,000 ​ $ — ​ $ — ​ ​ ​

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