Debt

All debt is held directly or indirectly by the Operating Partnership. The REIT itself does not have any indebtedness, but guarantees the unsecured debt of the Operating Partnership. We generally do not guarantee the debt issued by non-wholly owned subsidiaries.

Our debt consisted of the following (dollars in thousands):


	September 30, 2014					December 31, 2013
	Weighted Average Interest Rate (1)			Amount Outstanding (2)		Weighted Average Interest Rate (1)			Amount Outstanding
Credit facilities		1.1	%	$	741,610		1.2	%	$	725,483
Senior notes		3.9	%		5,443,138		4.5	%		5,357,933
Exchangeable senior notes		3.3	%		451,999		3.3	%		438,481
Secured mortgage debt		5.9	%		1,141,772		5.6	%		1,696,597
Secured mortgage debt of consolidated entities		3.9	%		26,064		4.7	%		239,992
Term loans		1.1	%		1,001,930		1.7	%		535,908
Other debt		6.2	%		16,439		6.2	%		16,822

Totals		3.6	%	$	8,822,952		4.2	%	$	9,011,216

(1)	The interest rates presented represent the effective interest rates (including amortization of the non-cash premiums or discounts).

(2)	Included in the outstanding balances are borrowings denominated in non-U.S. currency, principally: euro ($3.2 billion), Japanese yen ($0.5 billion) and British pounds sterling ($0.1 billion).

Credit Facilities

We have a global senior credit facility (the “Global Facility”), in which funds may be drawn in U.S. dollars, euro, Japanese yen, British pounds sterling and Canadian dollars on a revolving basis. In June 2014, the Global Facility was amended to increase the availability from $2.0 billion to $2.5 billion (subject to currency fluctuations, approximately $2.43 billion at September 30, 2014). We also have a ¥45 billion ($410.0 million at September 30, 2014) Japanese yen revolver (the “Revolver”) with availability to increase to ¥56.5 billion ($514.8 million at September 30, 2014). We refer to the Global Facility and the Revolver, collectively, as our “Credit Facilities.”

Commitments and availability under our Credit Facilities as of September 30, 2014, were as follows (in millions):


Aggregate lender - commitments	$	2,840.2
Less:
Borrowings outstanding		741.6
Outstanding letters of credit		45.5

Current availability	$	2,053.1

Senior Notes

During the nine months ended September 30, 2014, and through the date of this report, we issued the following senior notes (in thousands except for percentages):


Issuance Date	Principal Amount (1)				Interest Rate			Effective Interest Rate			Maturity Date
February 2014 (2)	€	700,000	$	959,420		3.375	%		3.52	%		February 2024
June 2014 (2)	€	500,000	$	680,550		3.000	%		3.10	%		June 2026
October 2014 (3)	€	600,000	$	756,420		1.375	%		1.40	%		October 2020

(1)	This debt is denominated in euro and the exchange rate used to calculate into U.S. dollar was the effective rate at the date of the transaction.

(2)	We used the net proceeds for general corporate purposes, including to repurchase senior debt and to repay borrowings under our multi-currency senior term loan and our Global Facility.

(3)	We used the net proceeds for general corporate purposes, including the acquisition and development of properties and additional investments in our European co-investment ventures.

During 2014, we repurchased or repaid $1.3 billion of certain of our senior notes and other debt that was scheduled to mature during 2015 through 2018 in an effort to reduce our overall borrowing rate and extend our debt maturities. This resulted in a net loss from early extinguishment of $84.8 million and $163.4 million, respectively, for the three and nine months ended September 30, 2014.

Exchangeable Senior Notes

The fair value of the embedded derivative associated with our exchangeable notes was a liability of $19.9 million and $41.0 million at September 30, 2014 and December 31, 2013, respectively. In adjusting to fair value, we recognized unrealized gains of $27.6 million and $21.2 million for the three and nine months ended September 30, 2014, respectively, and we recognized unrealized gains of $6.5 million and unrealized losses of $6.6 million for the three and nine months ended September 30, 2013, respectively, inForeign Currency and Derivative Gains (Losses) and Related Amortization, Net in the Consolidated Statements of Operations.

Term Loans

On June 19, 2014, we terminated our existing senior term loan agreement and entered into a new agreement (the “Euro Term Loan”) under which loans can be obtained in U.S. dollars, euro, Japanese yen, and British pounds sterling in an aggregate amount not to exceed €500 million ($629.2 million at September 30, 2014). We may pay down and re-borrow under the Euro Term Loan and increase the borrowings up to €1.0 billion ($1.3 billion at September 30, 2014), subject to obtaining additional lender commitments. The Euro Term Loan was fully drawn at September 30, 2014). The loan is scheduled to mature in June 2017; however, we may extend the maturity date twice, by one year each, subject to the satisfaction of certain conditions and payment of an extension fee.

In May 2014, we entered into a Japanese yen term loan (“Yen Term Loan”), under which we may obtain loans in an aggregate amount not to exceed ¥40.9 billion ($372.8 million at September 30, 2014). We may increase the borrowings to ¥51.1 billion ($465.6 million at September 30, 2014), subject to obtaining additional lender commitments. The Yen Term Loan is scheduled to mature in 2021, and the interest rate is yen LIBOR plus 120 basis points. The Yen Term Loan was fully drawn at September 30, 2014.

Long-Term Debt Maturities

Principal payments due on our debt, for the remainder of 2014 and for each of the years in the period ending December 31, 2023, and thereafter were as follows at September 30, 2014 (in millions):


	Prologis														Consolidated Entities’ Debt		Total Consolidated Debt
	Unsecured										Secured Mortgage Debt		Total
Maturity	Senior Debt			Exchangeable Notes			Credit Facilities		Other Debt		Secured Mortgage Debt		Total
2014(1)	$	—		$	—		$	—	$	1	$	16	$	17	$	2	$	19
2015(2)		—			460			—		1		10		471		4		475
2016		—			—			—		1		311		312		3		315
2017(3)		377			—			742		630		227		1,976		1		1,977
2018		262			—			—		1		111		374		1		375
2019		693			—			—		—		285		978		2		980
2020		375			—			—		1		6		382		2		384
2021		500			—			—		373		11		884		2		886
2022		881			—			—		1		7		889		3		892
2023		850			—			—		1		7		858		1		859
Thereafter		1,510			—			—		8		128		1,646		5		1,651

Subtotal		5,448			460			742		1,018		1,119		8,787		26		8,813
Unamortized premiums (discounts), net		(5	)		(8	)		—		—		23		10		—		10

Total	$	5,443		$	452		$	742	$	1,018	$	1,142	$	8,797	$	26	$	8,823

(1)	We expect to repay the amounts maturing in 2014 with cash generated from operations, proceeds from the disposition of real estate properties and with borrowings on our Credit Facilities.

(2)	The exchangeable notes mature in March 2015 and may be exchanged at an initial conversion rate of 25.8244 shares of our common stock per $1,000 principal amount of notes.

(3)	Included in the 2017 maturities in Credit Facilities is our Global Facility and in other debt is the Euro Term Loan that can be extended until 2018 and 2019, respectively.

Debt Covenants

Our debt agreements contain various covenants, including maintenance of specified financial ratios. As of September 30, 2014, we were in compliance with all covenants.