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Debt Facilities | 12 Months Ended
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Dec. 31, 2022
Debt Disclosure [Abstract] |
Debt Facilities | Debt Facilities Mortgage and Loans Payable As of December 31, 2022 and 2021, our mortgage and loans payable consisted of the following (in thousands):
| 2022 |  | 2021
Term loans | $ | 619,090 |  |  | $ | 549,697 |
Mortgage payable and loans payable | 34,527 |  |  | 68,691 |
| 653,617 |  |  | 618,388 |
Less amount representing unamortized debt discount and debt issuance cost | (1,062) |  |  | (354) |
Add amount representing unamortized mortgage premium | — |  |  | 1,630 |
| 652,555 |  |  | 619,664 |
Less current portion | (9,847) |  |  | (33,087) |
| $ | 642,708 |  |  | $ | 586,577 |
Senior Credit Facility and Refinancing In 2017, we entered into a credit agreement (the "2017 Credit Agreement") with a group of lenders for a $3.0 billion credit facility (the "2017 Credit Facilities"), comprised of a $2.0 billion senior unsecured multicurrency revolving credit facility (the "2017 Revolving Facility") and an approximately $1.0 billion senior unsecured multicurrency term loan facility (the "2017 Term Loan Facility"). The credit agreement was subsequently amended to provide an additional senior unsecured term loan in Japanese Yen for approximately $424.7 million at the exchange rate effective on the transaction date. On May 17, 2021, we repaid our outstanding term loans in Swedish Krona and Japanese Yen under the 2017 Term Loan Facility for $285.4 million and $374.5 million in U.S. Dollars, respectively, at the exchange rates in effect on May 17, 2021 using a portion of the cash proceeds from the 2026 Notes, 2028 Notes, 2031 Notes, and 2052 Notes issuances as described below. On January 7, 2022, we entered into a credit agreement (the "2022 Credit Agreement") with a group of lenders for a senior unsecured credit facility, comprised of a $4.0 billion senior unsecured multicurrency revolving credit facility (the "2022 Revolving Facility") and a £500.0 million senior unsecured term loan facility (the "2022 Term Loan Facility" and, together with the 2022 Revolving Facility, collectively, the "2022 Credit Facilities"). The total debt issuance costs for the 2022 Revolving Facility and 2022 Term Loan Facility are $6.5 million and $0.8 million, respectively. We borrowed the full £500.0 million available under the 2022 Term Loan Facility, or approximately $676.9 million at the exchange rates in effect on that date. On that same day, using a portion of the proceeds from the 2022 Term Loan Facility, we prepaid in full all of the $549.6 million of indebtedness outstanding under the 2017 Term Loan Facility, at the exchange rates in effect on January 7, 2022 and terminated the 2017 Credit Agreement. In connection with the repayment and termination, we incurred an insignificant amount of loss on debt extinguishment. The remaining unamortized debt issuance costs of the 2017 Credit Facilities will continue to be amortized over the contract terms of the 2022 Credit Facilities. The 2022 Credit Facilities have a maturity date of January 7, 2027. We may borrow, repay and reborrow amounts under the 2022 Revolving Facility until the Maturity Date, at which time all amounts outstanding under the 2022 Revolving Facility must be repaid in full. The term loan made under the 2022 Term Loan Facility has no scheduled principal amortization and must be repaid in full on the maturity date. The 2022 Revolving Credit Facility provides for extensions of credit in U.S. Dollars as well as certain other foreign currencies. Borrowings under the 2022 Revolving Facility bear interest at a rate based on the daily Secured Overnight Financing Rate ("SOFR"), term SOFR, an alternative currency daily rate, or an alternative currency term rate plus a spread adjustment, plus a margin that can vary from 0.555% to 1.200%. Borrowings under the 2022 Term Loan Facility bear interest at a rate based on the daily Sterling Overnight Index Average ("SONIA"), plus a spread adjustment, plus a margin that can vary from 0.625% to 1.450%. We are also required to pay a quarterly letter of credit fee on the face amount of each letter of credit, which fee is based on the same margin that applies from time to time to SOFR-indexed borrowings under the revolving credit line. The margin is dependent on either our consolidated net leverage ratio or our credit ratings. We are also required to pay a quarterly facility fee ranging from 0.07% to 0.25% per annum. The 2022 Credit Agreement contains customary covenants, including financial ratio covenants that are required to be maintained as of each quarter end. As of December 31, 2022 and 2021, the total amounts outstanding under the 2022 Term Loan Facility and 2017 Term Loan Facility, net of debt issuance costs, were $603.0 million and $549.3 million, respectively. As of December 31, 2022, we had 60 irrevocable letters of credit totaling $84.7 million issued and outstanding under the 2022 Revolving Facility, with approximately $3.9 billion remaining available to borrow under the 2022 Revolving Facility. Senior Notes Our senior notes consisted of the following as of December 31 (in thousands):
|  |  |  |  |  | 2022 |  | 2021
Senior Notes |  | Issuance Date |  | Maturity Date |  | Amount |  | Effective Rate |  | Amount |  | Effective Rate
2.625% Senior Notes due 2024 |  | November 2019 |  | November 2024 |  | $ | 1,000,000 |  |  | 2.79 | % |  | $ | 1,000,000 |  |  | 2.79 | %
1.250% Senior Notes due 2025 |  | June 2020 |  | July 2025 |  | 500,000 |  |  | 1.46 | % |  | 500,000 |  |  | 1.46 | %
1.000% Senior Notes due 2025 |  | October 2020 |  | September 2025 |  | 700,000 |  |  | 1.18 | % |  | 700,000 |  |  | 1.18 | %
2.900% Senior Notes due 2026 |  | November 2019 |  | November 2026 |  | 600,000 |  |  | 3.04 | % |  | 600,000 |  |  | 3.04 | %
1.450% Senior Notes due 2026 |  | May 2021 |  | May 2026 |  | 700,000 |  |  | 1.64 | % |  | 700,000 |  |  | 1.64 | %
0.250% Euro Senior Notes due 2027 |  | March 2021 |  | March 2027 |  | 534,950 |  |  | 0.45 | % |  | 569,150 |  |  | 0.45 | %
1.800% Senior Notes due 2027 |  | June 2020 |  | July 2027 |  | 500,000 |  |  | 1.96 | % |  | 500,000 |  |  | 1.96 | %
1.550% Senior Notes due 2028 |  | October 2020 |  | March 2028 |  | 650,000 |  |  | 1.67 | % |  | 650,000 |  |  | 1.67 | %
2.000% Senior Notes due 2028 |  | May 2021 |  | May 2028 |  | 400,000 |  |  | 2.21 | % |  | 400,000 |  |  | 2.21 | %
3.200% Senior Notes due 2029 |  | November 2019 |  | November 2029 |  | 1,200,000 |  |  | 3.30 | % |  | 1,200,000 |  |  | 3.30 | %
2.150% Senior Notes due 2030 |  | June 2020 |  | July 2030 |  | 1,100,000 |  |  | 2.27 | % |  | 1,100,000 |  |  | 2.27 | %
2.500% Senior Notes due 2031 |  | May 2021 |  | May 2031 |  | 1,000,000 |  |  | 2.65 | % |  | 1,000,000 |  |  | 2.65 | %
3.900% Senior Notes due 2032 |  | April 2022 |  | April 2032 |  | 1,200,000 |  |  | 4.07 | % |  | — |  |  | — | %
1.000% Euro Senior Notes due 2033 |  | March 2021 |  | March 2033 |  | 641,940 |  |  | 1.18 | % |  | 682,980 |  |  | 1.18 | %
3.000% Senior Notes due 2050 |  | June 2020 |  | July 2050 |  | 500,000 |  |  | 3.09 | % |  | 500,000 |  |  | 3.09 | %
2.950% Senior Notes due 2051 |  | October 2020 |  | September 2051 |  | 500,000 |  |  | 3.00 | % |  | 500,000 |  |  | 3.00 | %
3.400% Senior Notes due 2052 |  | May 2021 |  | February 2052 |  | 500,000 |  |  | 3.50 | % |  | 500,000 |  |  | 3.50 | %
|  |  |  |  |  | 12,226,890 |  |  |  |  | 11,102,130 |  |  |
Less amount representing unamortized debt discount and debt issuance cost |  | (117,351) |  |  |  |  | (117,986) |  |  |
|  |  |  |  |  | 12,109,539 |  |  |  |  | 10,984,144 |  |  |
Less current portion |  |  |  |  |  | — |  |  |  |  | — |  |  |
|  |  |  |  |  | $ | 12,109,539 |  |  |  |  | $ | 10,984,144 |  |  |
0.250% Euro Senior Notes due 2027 and 1.000% Euro Senior Notes due 2033 On March 10, 2021, we issued €500.0 million, or approximately $594.9 million in U.S. dollars, at the exchange rate in effect on March 10, 2021, aggregate principal amount of 0.250% senior notes due March 15, 2027 (the "2027 Euro Notes") and €600.0 million, or approximately $713.8 million in U.S. dollars, at the exchange rate in effect on March 10, 2021, aggregate principal amount of 1.000% senior notes due March 15, 2033 (the "2033 Euro Notes"). Interest on the notes is payable annually in arrears on March 15 of each year, commencing on March 15, 2022. Total debt issuance costs and debt discounts related to the 2027 Euro Notes and the 2033 Euro Notes were $7.0 million and $14.1 million, respectively. Redemption of 2.875% Euro Senior Notes due 2026 On March 24, 2021, using a portion of the net cash proceeds from the 2027 Euro Senior Notes and 2033 Euro Senior Notes, we redeemed the remaining outstanding 2.875% Euro Senior Notes due 2026 for $590.7 million in U.S. dollars, at the exchange rate in effect on March 24, 2021. In connection with the redemption, we incurred $13.2 million of loss on debt extinguishment, including $8.5 million in redemption premium that was paid in cash and $4.7 million related to the write-off of unamortized debt issuance costs, during the year ended December 31, 2021. 1.450% Senior Notes due 2026, 2.000% Senior Notes due 2028, 2.500% Senior Notes due 2031 and 3.400% Senior Notes due 2052 On May 17, 2021, we issued $700.0 million aggregate principal amount of 1.450% senior notes due 2026 (the "2026 Notes"), $400.0 million aggregate principal amount of 2.000% senior notes due 2028 (the "2028 Notes"), $1.0 billion aggregate principal amount of 2.500% senior notes due 2031 (the "2031 Notes"), and $500.0 million aggregate principal amount of 3.400% senior notes due 2052 (the "2052 Notes"). Interest on the 2026, 2028 and 2031 notes are payable semi-annually on May 15 and November 15 of each year, commencing on November 15, 2021. Interest on the 2052 notes are payable semi-annually on February 15 and August 15 of each year, commencing on February 15, 2022. Total debt issuance costs and debt discounts related to the 2026 Notes, 2028 Notes, 2031 Notes and 2052 Notes were $6.4 million, $5.3 million, $13.0 million and $9.3 million, respectively. Redemption of 5.375% Senior Notes due 2027 On June 2, 2021, we redeemed all outstanding principal amount under the 5.375% Senior Notes due 2027 with a portion of the net cash proceeds from the issuance of the 2026 Notes, 2028 Notes, 2031 Notes, and 2052 Notes as described above. In connection with the redemption, we incurred $100.6 million of loss on debt extinguishment, including $90.7 million redemption premium that was paid in cash and $9.9 million related to the write-off of unamortized debt issuance costs. 3.900% Senior Notes due 2032 On April 5, 2022, we issued $1.2 billion aggregate principal amount of 3.900% Senior Notes due 2032 (the "2032 Notes"). Interest on the 2032 Notes is payable semi-annually on April 15 and October 15 of each year, commencing on October 15, 2022. Debt issuance costs and debt discounts related to the 2032 Notes were $16.3 million. All of our senior notes are unsecured and rank equal in right of payment to our existing or future senior indebtedness and senior in right of payment to our existing and future subordinated indebtedness. Interest on the senior notes is paid semi-annually in arrears, with the exception of our Euro senior notes which is paid annually in arrears. The senior notes are effectively subordinated to all of the existing and future secured debt, including debt outstanding under any bank facility or secured by any mortgage, to the extent of the assets securing such debt. They are also structurally subordinated to any existing and future indebtedness and other liabilities (including trade payables) of any of our subsidiaries. Each series of senior notes is governed by an indenture and a supplemental indenture between us and U.S. Bank National Association, as trustee. These supplemental indentures contain covenants that limit our ability and the ability of our subsidiaries to, among other things: •incur liens; •enter into sale-leaseback transactions; and •merge or consolidate with any other person. As of December 31, 2022, we are in compliance with all covenants. Subject to compliance with the limitations described above, we may issue an unlimited principal amount of additional notes at later dates under the same indenture as the senior notes. We are not required to make any mandatory redemption with respect to the senior notes; however, upon the event of a change in control, we may be required to offer to purchase the senior notes. Optional Redemption With respect to the rest of the Notes listed below, we may redeem at our election, at any time or from time to time, some or all of the notes of any series before they mature. The redemption price will equal the sum of (1) an amount equal to one hundred percent (100%) of the principal amount of the notes being redeemed plus accrued and unpaid interest up to, but not including, the redemption date and (2) a make-whole premium. If the Notes are redeemed on or after the First Par Call Date listed in the table below, the redemption price will not include a make-whole premium for the applicable notes.
Senior Notes Description | First Par Call Date |  |
2.625% Senior Notes due 2024 | October 18, 2024 |  |
1.250% Senior Notes due 2025 | June 15, 2025 |  |
1.000% Senior Notes due 2025 | August 15, 2025 |  |
1.450% Senior Notes due 2026 | April 15, 2026 |  |
2.900% Senior Notes due 2026 | September 18, 2026 |  |
0.250% Euro Senior Notes due 2027 | January 15, 2027 |  |
1.800% Senior Notes due 2027 | May 15, 2027 |  |
1.550% Senior Notes due 2028 | January 15, 2028 |  |
2.000% Senior Notes due 2028 | March 15, 2028 |  |
3.200% Senior Notes due 2029 | August 18, 2029 |  |
2.150% Senior Notes due 2030 | April 15, 2030 |  |
2.500% Senior Notes due 2031 | February 15, 2031 |  |
3.900% Senior Notes due 2032 | January 15, 2032 |  |
1.000% Euro Senior Notes due 2033 | December 15, 2032 |  |
3.000% Senior Notes due 2050 | January 15, 2050 |  |
2.950% Senior Notes due 2051 | March 15, 2051 |  |
3.400% Senior Notes due 2052 | August 15, 2051 |  |
Maturities of Debt Instruments The following table sets forth maturities of our debt, including mortgage and loans payable, and senior notes, gross of debt issuance costs, debt discounts and debt premiums, as of December 31, 2022 (in thousands):
Years ending: |
2023 | $ | 9,847 |
2024 | 1,009,469 |
2025 | 1,208,077 |
2026 | 1,307,656 |
2027 | 1,644,202 |
Thereafter | 7,701,256 |
| $ | 12,880,507 |
Fair Value of Debt Instruments The following table sets forth the estimated fair values of our mortgage and loans payable and senior notes, including current maturities, as of December 31 (in thousands):
| 2022 |  | 2021
Mortgage and loans payable | $ | 666,387 |  |  | $ | 621,051 |
Senior notes | 10,196,933 |  |  | 11,049,834 |
The fair values of the mortgage and loans payable, which are not publicly traded, were estimated by considering our credit rating, current rates available to us for debt of the same remaining maturities and terms of the debt (Level 2). The fair value of the senior notes, which are traded in the public debt market, was based on quoted market prices (Level 1). Interest Charges The following table sets forth total interest costs incurred, and total interest costs capitalized for the years ended December 31 (in thousands):
| 2022 |  | 2021 |  | 2020
Interest expense | $ | 356,337 |  |  | $ | 336,082 |  |  | $ | 406,466 |
Interest capitalized | 18,152 |  |  | 24,505 |  |  | 26,750 |
Interest charges incurred | $ | 374,489 |  |  | $ | 360,587 |  |  | $ | 433,216 |
Total interest paid in cash, net of capitalized interest, during the years ended December 31, 2022, 2021 and 2020 was $412.1 million, $401.9 million and $471.7 million, respectively.

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