Borrowing Arrangements

Secured Debt

As of December 31, 2014 and December 31, 2013, we had outstanding mortgage indebtedness on Properties of approximately $2,012 million and $1,992 million, respectively. The weighted average interest rate including the impact of premium/discount amortization on this mortgage indebtedness for the year ended December 31, 2014 was approximately 5.2% per annum. The debt bears interest at stated rates of 3.9% to 8.9% per annum and matures on various dates ranging from 2015 to 2039. The debt encumbered a total of 137 and 147 of our Properties as of December 31, 2014 and December 31, 2013, respectively, and the carrying value of such Properties was approximately $2,382 million and $2,378 million, respectively, as of such dates.

2014 Activity

During the year ended December 31, 2014, we closed on four loans with total proceeds of $54.0 million that are secured by two manufactured home communities and two RV resorts. The loans have a weighted average interest rate of 4.54% per annum and are set to mature in 2034 and 2038. We also refinanced the $53.8 million loan secured by our Colony Cove community with a stated interest rate of 4.65% per annum that was scheduled to mature in 2017. The new loan, with gross proceeds of $115.0 million, has a 25 year term and carries a stated interest rate of 4.64% per annum. We paid a prepayment fee of approximately $5.1 million associated with the early retirement of the prior loan. We also paid off 17 mortgages totaling approximately $90.0 million that had a weighted average interest rate of 5.57% per annum. In connection with the Blackhawk and Lakeland acquisitions, we assumed approximately $13.3 million of mortgage debt, excluding mortgage note premiums of $1.0 million, secured by the resort properties, with a weighted average interest rate of 6.48% per annum which are set to mature in 2017 and 2018. Finally, in connection with the Mesa Spirit acquisition, we assumed approximately $19.0 million of mortgage debt, excluding a mortgage note premium of $1.0 million, secured by the resort property, with a stated interest rate of 5.66% per annum, which is set to mature in 2017.

In January 2015, as part of our previous announced refinancing plan, we closed on two 25 year, fully amortizing loans with total gross proceeds of $199.0 million. The loans carry a weighted average interest rate of 4.16% per annum and are secured by 11 manufactured home and RV Properties. Proceeds from the financings were used to defease approximately $190.0 million of loans maturing in 2015 with a weighted average interest rate of 5.57% per annum. We incurred approximately $9.0 million in early debt retirement expense related to these loans, which were secured by 15 manufactured home communities and RV resorts.

2013 Activity

During the year ended December 31, 2013, we closed on 22 loans with proceeds of approximately $375.5 million which were secured by manufactured home communities and carried an average interest rate of 4.46% per annum. The loan proceeds and cash were used to defease approximately $312.2 million of debt with a weighted average interest rate of 5.65% per annum, secured by 29 manufactured home communities, which were set to mature in 2014 and 2015. In addition, as part of the acquisition of Neshonoc, we assumed approximately $5.4 million of mortgage debt secured by the property with a stated interest rate of 6.00% per annum set to mature in 2022. During the year ended December 31, 2013, we paid approximately $37.8 million in defeasance costs associated with the early retirement of the mortgages. We also paid off 17 maturing mortgages totaling approximately $107.6 million, with a weighted average interest rate of 6.00% per annum.

Term Loan

As of December 31, 2014, our amended $200.0 million Term Loan (the “Term Loan”) matures on January 10, 2020 and has an interest rate of LIBOR plus 1.35% to 1.95% per annum and, subject to certain conditions, may be prepaid at any time without premium or penalty. The spread over LIBOR is variable based on leverage measured quarterly throughout the loan term. The Term Loan contains customary representations, warranties, and negative and affirmative covenants, and provides for acceleration of principal and payment of all other amounts payable thereunder upon the occurrence of certain events of default. In connection with the amendment of the Term Loan, we also entered into a three year LIBOR swap agreement (the “2014 Swap”) allowing us to trade the variable interest rate for a fixed interest rate on the Term Loan (see Note 9 in the Notes to Consolidated Financial Statements contained in this Form 10-K for further information on the accounting for the Swap.)

As of December 31, 2013, our Term Loan, which had a maturity date of June 30, 2017, had an interest rate of LIBOR plus 1.85% to 2.80% per annum and, subject to certain conditions, was prepayable at any time without premium or penalty at any time after July 1, 2014. In connection with the original Term Loan, we entered into a three year, $200.0 million LIBOR notional Swap Agreement (the “2011 Swap”), which allowed us to trade the variable interest rate for a fixed interest rate on the Term Loan and matured July 1, 2014.

Unsecured Line of Credit

As of December 31, 2014, our amended, unsecured Line of Credit (“LOC”) had a borrowing capacity of $400.0 million, with the option to increase the borrowing capacity by $100.0 million, subject to certain conditions. The amended LOC bears interest at a rate of LIBOR plus 1.20% to 1.65%, requires an annual facility fee of 0.20% to 0.35% and matures on July 17, 2018, with an option to extend for one additional year, subject to certain conditions. The spread over LIBOR is variable based on leverage throughout the loan term. We incurred commitment and arrangement fees of approximately $3.5 million to enter into the amended LOC and Term Loan extension.

As of December 31, 2014, we are in compliance in all material aspects with the covenants in our borrowing arrangements.

As of December 31, 2013, our LOC had availability of $380.0 million with no amounts outstanding. Our LOC bore a LIBOR rate plus 1.40% to 2.00%, contained a 0.25% to 0.40% facility fee and had a maturity date of September 15, 2016, with an option to extend for one year, subject to certain conditions.

Future Maturities of Debt

The table below presents the aggregate scheduled payments of principal on long-term borrowings for each of the next five years and thereafter are as follows (amounts in thousands):



Year	Amount
2015	$	310,609
2016	249,185
2017	88,105
2018	220,239
2019	221,189
Thereafter	1,108,526
Net unamortized premiums	14,393
Total	$	2,212,246