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Debt

3 Months Ended

Mar. 31, 2021

Debt Disclosure [Abstract]

Debt

Long-term debt is as follows:

						MARCH 31, 2021																											DECEMBER 31, 2020
						DEBT (INCLUSIVE OF DISCOUNT)						UNAMORTIZED DEFERRED FINANCING COSTS						CARRYING AMOUNT						FAIR VALUE									DEBT (INCLUSIVE OF DISCOUNT)						UNAMORTIZED DEFERRED FINANCING COSTS						CARRYING AMOUNT						FAIR VALUE
Revolving Credit Facility(1)						$	60,000					$	(7,758)					$	52,242					$	60,000								$	—					$	(8,620)					$	(8,620)					$	—
Term Loan A(1)						212,500						—						212,500						212,500									215,625						—						215,625						215,625
Term Loan B						677,927						(5,932)						671,995						679,000									679,621						(6,244)						673,377						680,750
Australian Dollar Term Loan (the “AUD Term Loan”)						238,433						(1,374)						237,059						239,162									243,152						(1,624)						241,528						244,014
UK Bilateral Revolving Credit Facility (the “UK Bilateral Facility”)						192,732						(1,147)						191,585						192,732									191,101						(1,307)						189,794						191,101
37/8% GBP Senior Notes due 2025 (the “GBP Notes”)						550,662						(4,765)						545,897						556,180									546,003						(4,983)						541,020						553,101
47/8% Senior Notes due 2027 (the “47/8% Notes due 2027”)(2)						1,000,000						(9,243)						990,757						1,025,000									1,000,000						(9,598)						990,402						1,046,250
51/4% Senior Notes due 2028 (the “51/4% Notes due 2028”)(2)						825,000						(8,266)						816,734						856,969									825,000						(8,561)						816,439						868,313
5% Senior Notes due 2028 (the “5% Notes”)(2)						500,000						(5,306)						494,694						511,250									500,000						(5,486)						494,514						523,125
47/8% Senior Notes due 2029 (the “47/8% Notes due 2029”)(2)						1,000,000						(12,296)						987,704						1,011,250									1,000,000						(12,658)						987,342						1,050,000
51/4% Senior Notes due 2030 (the “51/4 Notes due 2030”)(2)						1,300,000						(14,040)						1,285,960						1,335,750									1,300,000						(14,416)						1,285,584						1,400,750
41/2% Senior Notes due 2031 (the “41/2% Notes”)(2)						1,100,000						(12,337)						1,087,663						1,080,750									1,100,000						(12,648)						1,087,352						1,138,500
55/8% Senior Notes due 2032 (the “55/8% Notes”)(2)						600,000						(6,582)						593,418						625,500									600,000						(6,727)						593,273						660,000
Real Estate Mortgages, Financing Lease Liabilities and Other						492,256						(1,003)						491,253						492,256									511,922						(1,086)						510,836						511,922
Accounts Receivable Securitization Program(3)						257,000						(135)						256,865						257,000									85,000						(152)						84,848						85,000
Total Long-term Debt						9,006,510						(90,184)						8,916,326															8,797,424						(94,110)						8,703,314
Less Current Portion						(363,911)						—						(363,911)															(193,759)						—						(193,759)
Long-term Debt, Net of Current Portion						$	8,642,599					$	(90,184)					$	8,552,415														$	8,603,665					$	(94,110)					$	8,509,555

(1)Collectively, the “Credit Agreement”. The Credit Agreement consists of a revolving credit facility (the “Revolving Credit Facility”) and a term loan (the “Term Loan A”). The Credit Agreement is scheduled to mature on June 3, 2023. All of the outstanding borrowings under the Revolving Credit Facility as of March 31, 2021 were denominated in United States dollars. In addition, we also had various outstanding letters of credit totaling $3,219. The remaining amount available for borrowing under the Revolving Credit Facility as of March 31, 2021 was $1,686,781 (which amount represents the maximum availability as of such date). The average interest rate in effect under the Credit Agreement was 1.9% as of March 31, 2021 and December 31, 2020.

(2)Collectively, the “Parent Notes”.

(3)The full amount outstanding under the Accounts Receivable Securitization Program is classified within the current portion of long-term debt in our Condensed Consolidated Balance Sheets as of March 31, 2021 and December 31, 2020.

See Note 6 to Notes to Consolidated Financial Statements included in our Annual Report for additional information regarding the Credit Agreement and our other long-term debt, including the direct obligors of each of our debt instruments as well as information regarding the fair value of our debt instruments (including the levels of the fair value hierarchy used to determine the fair value of our debt instruments). The levels of the fair value hierarchy used to determine the fair value of our debt as of March 31, 2021 are consistent with the levels of the fair value hierarchy used to determine the fair value of our debt as of December 31, 2020 (which are disclosed in our Annual Report).

CASH POOLING

We currently utilize two separate cash pooling arrangements, one of which we utilize to manage global liquidity requirements for our qualified REIT subsidiaries (the “QRS Cash Pool”) and the other for our taxable REIT subsidiaries (the “TRS Cash Pool”). The approximate amount of the net cash position for the QRS Cash Pool and the TRS Cash Pool and the approximate amount of the gross position and outstanding debit balances for each of these pools as of March 31, 2021 and December 31, 2020 are as follows:

			MARCH 31, 2021																		DECEMBER 31, 2020
			GROSS CASH POSITION						OUTSTANDING DEBIT BALANCES						NET CASH POSITION						GROSS CASH POSITION						OUTSTANDING DEBIT BALANCES						NET CASH POSITION
QRS Cash Pool			$	567,300					$	(566,700)					$	600					$	448,700					$	(447,400)					$	1,300
TRS Cash Pool			512,700						(510,200)						2,500						555,500						(553,500)						2,000

The net cash position balances as of March 31, 2021 and December 31, 2020 are reflected as cash and cash equivalents in our Condensed Consolidated Balance Sheets.

LETTERS OF CREDIT

As of March 31, 2021, we had outstanding letters of credit totaling $38,160, of which $3,219 reduce our borrowing capacity under the Revolving Credit Facility (as described above). The letters of credit expire at various dates between June 2021 and March 2025.

DEBT COVENANTS

The Credit Agreement, our bond indentures and other agreements governing our indebtedness contain certain restrictive financial and operating covenants, including covenants that restrict our ability to complete acquisitions, pay cash dividends, incur indebtedness, make investments, sell assets and take certain other corporate actions. The covenants do not contain a rating trigger. Therefore, a change in our debt rating would not trigger a default under the Credit Agreement, our bond indentures or other agreements governing our indebtedness. The Credit Agreement requires that we satisfy a fixed charge coverage ratio, a net total lease adjusted leverage ratio and a net secured debt lease adjusted leverage ratio on a quarterly basis and our bond indentures require that, among other things, we satisfy a leverage ratio (not lease adjusted) or a fixed charge coverage ratio (not lease adjusted), as a condition to taking actions such as paying dividends and incurring indebtedness.

The Credit Agreement uses EBITDAR-based calculations and the bond indentures use EBITDA-based calculations as the primary measures of financial performance for purposes of calculating leverage and fixed charge coverage ratios. The bond indenture EBITDA-based calculations include our consolidated subsidiaries, other than those we have designated as “Unrestricted Subsidiaries” as defined in the bond indentures. Generally, the Credit Agreement and the bond indentures use a trailing four fiscal quarter basis for purposes of the relevant calculations and require certain adjustments and exclusions for purposes of those calculations, which make the calculation of financial performance for purposes of those calculations under the Credit Agreement and bond indentures not directly comparable to Adjusted EBITDA as presented herein. We are in compliance with our leverage and fixed charge coverage ratios under the Credit Agreement, our bond indentures and other agreements governing our indebtedness as of March 31, 2021 and December 31, 2020. Noncompliance with these leverage and fixed charge coverage ratios would have a material adverse effect on our financial condition.

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- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-URI http://asc.fasb.org/topic&trid=2208564

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