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Debt Schedule of Long-term Debt Instruments (Tables) | 12 Months Ended
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Dec. 31, 2018
Long-term Debt, Unclassified [Abstract] |
Schedule of Long-term Debt Instruments | Debt at December 31, 2018 and 2017 consists of the following (in thousands):
| 2018 |  | 2017
Mortgage note payable, 6.19%, prepaid in full on January 2, 2018 (1) | $ | — |  |  | $ | 11,684 |
Senior unsecured notes payable, 7.75%, prepaid in full on February 28, 2018 (2) | — |  |  | 250,000 |
Unsecured revolving variable rate credit facility, LIBOR + 1.00%, due February 27, 2022 (3) | 30,000 |  |  | 210,000 |
Senior unsecured notes payable, 5.75%, due August 15, 2022 (4) | 350,000 |  |  | 350,000 |
Unsecured term loan payable, LIBOR + 1.10%, $350,000 fixed at 2.71% through April 5, 2019 and 3.15% from April 6, 2019 to February 7, 2022, due February 27, 2023 (5) | 400,000 |  |  | 400,000 |
Senior unsecured notes payable, 5.25%, due July 15, 2023 (4) | 275,000 |  |  | 275,000 |
Senior unsecured notes payable, 4.35%, due August 22, 2024 (6) | 148,000 |  |  | 148,000 |
Senior unsecured notes payable, 4.50%, due April 1, 2025 (4) | 300,000 |  |  | 300,000 |
Senior unsecured notes payable, 4.56%, due August 22, 2026 (6) | 192,000 |  |  | 192,000 |
Senior unsecured notes payable, 4.75%, due December 15, 2026 (4) | 450,000 |  |  | 450,000 |
Senior unsecured notes payable, 4.50%, due June 1, 2027 (7) (4) | 450,000 |  |  | 450,000 |
Senior unsecured notes payable, 4.95%, due April 15, 2028 (8) (4) | 400,000 |  |  | — |
Bonds payable, variable rate, due August 1, 2047 (9) | 24,995 |  |  | 24,995 |
Less: deferred financing costs, net | (33,941 | ) |  | (32,852 | )
Total | $ | 2,986,054 |  |  | $ | 3,028,827 |
(1) On January 2, 2018, the Company prepaid in full this mortgage note payable totaling $11.7 million with an annual interest rate of 6.19%, which was secured by one theatre property. (2) On February 28, 2018, the Company redeemed all of its outstanding 7.75% Senior Notes due July 15, 2020. The notes were redeemed at a price equal to the principal amount of $250.0 million plus a premium calculated pursuant to the terms of the indenture of $28.6 million, together with accrued and unpaid interest up to, but not including the redemption date of $2.3 million. In connection with the redemption, the Company recorded a non-cash write off of $3.3 million in deferred financing costs. The premium and non-cash write off were recognized as costs associated with loan refinancing or payoff in the accompanying consolidated statements of income for the year ended December 31, 2018. (3) The Company's unsecured revolving credit facility (the facility) bears interest at LIBOR plus 1.00%, which was 3.50% on December 31, 2018. Interest is payable monthly. On September 27, 2017, the Company amended its facility and its unsecured term loan facility. The amendments to the unsecured revolving portion of the credit facility, among other things, (i) increase the initial maximum available amount from $650.0 million to $1.0 billion, (ii) extend the maturity date from April 24, 2019, to February 27, 2022 (with the Company having the right to extend the loan for an additional seven months) and (iii) lower the interest rate and facility fee pricing based on a grid related to the Company's senior unsecured credit ratings which at closing was LIBOR plus 1.00% and 0.20%, versus LIBOR plus 1.25% and 0.25%, respectively, under the previous terms. In connection with the amendment, $19 thousand of deferred financing costs (net of accumulated amortization) were written off during the year ended December 31, 2017 and are included in costs associated with loan refinancing. As of December 31, 2018, the Company had $30.0 million outstanding under the facility and total availability under the facility was $970.0 million. In addition, there is a $1.0 billion accordion feature on the combined unsecured revolving credit and term loan facility (the combined facility) that increases the maximum borrowing amount available under the combined facility, subject to lender approval, from $1.4 billion to $2.4 billion. If the Company exercises all or any portion of the accordion feature, the resulting increase in the combined facility may have a shorter or longer maturity date and different pricing terms. The combined facility contains financial covenants or restrictions that limit the Company's levels of consolidated debt, secured debt, investment levels outside certain categories and dividend distributions, and require the Company to maintain a minimum consolidated tangible net worth and meet certain coverage levels for fixed charges and debt service. In connection with the amendment to the unsecured consolidated credit agreement, the obligations of the Company’s subsidiaries that were co-borrowers under the Company’s prior senior unsecured revolving credit and term loan facility were released. As a result, simultaneously with the amendment, the guarantees by the Company’s subsidiaries that were guarantors with respect to the Company’s outstanding 4.50% Senior Notes due 2027, 4.75% Senior Notes due 2026, 4.50% Senior Notes due 2025, 5.25% Senior Notes due 2023, 5.75% Senior Notes due 2022, and 7.75% Senior Notes due 2020 were released in accordance with the terms of the applicable indentures governing such notes. (4) These notes contain various covenants, including: (i) a limitation on incurrence of any debt which would cause the ratio of the Company’s debt to adjusted total assets to exceed 60%; (ii) a limitation on incurrence of any secured debt which would cause the ratio of the Company’s secured debt to adjusted total assets to exceed 40%; (iii) a limitation on incurrence of any debt which would cause the Company’s debt service coverage ratio to be less than 1.5 times; and (iv) the maintenance at all times of the Company's total unencumbered assets such that they are not less than 150% of the Company’s outstanding unsecured debt. (5) The Company's unsecured term loan payable bears interest at LIBOR plus 1.10%, which was 3.48% on December 31, 2018. Interest is payable monthly. On September 27, 2017, the Company amended its facility and its unsecured term loan facility. The amendments to the unsecured term loan portion of the combined facility, among other things, (i) increase the initial amount from $350.0 million to $400.0 million, (ii) extend the maturity date from April 24, 2020 to February 27, 2023 and (iii) lower the interest rate on a grid related to the Company's senior unsecured credit ratings which at closing was LIBOR plus 1.10% versus LIBOR plus 1.40% under previous terms. In connection with the amendment, $1.5 million of deferred financing costs (net of accumulated depreciation) were written off during the year ended December 31, 2017 and are included in costs associated with loan refinancing. At closing, the Company borrowed the remaining $50.0 million available on the $400.0 million term loan portion of the combined facility, which was used to pay down a portion of the facility. In addition, there is a $1.0 billion accordion feature on the combined facility that increases the maximum borrowing amount available, subject to lender approval, from $1.4 billion to $2.4 billion. If the Company exercises all or any portion of the accordion feature, the resulting increase in the combined facility may have a shorter or longer maturity date and different pricing terms. The combined facility contains financial covenants or restrictions that limit the Company's levels of consolidated debt, secured debt, investment levels outside certain categories and dividend distributions, and require the Company to maintain a minimum consolidated tangible net worth and meet certain coverage levels for fixed charges and debt service. (6) In connection with the amendment to the unsecured consolidated credit agreement on September 27, 2017, the guarantees by the Company’s subsidiaries that were guarantors of the Company’s outstanding 4.35% Series A Guaranteed Senior Notes due August 22, 2024 and 4.56% Series B Guaranteed Senior Notes due August 22, 2026 (referred to herein as the "private placement notes") were also released. The foregoing release was affected by the Company entering into an amendment to the Note Purchase Agreement, dated as of September 27, 2017. The amendment to the private placement notes releases the Company’s subsidiary guarantors as described above and among other things: (i) amends certain financial and other covenants and provisions in the Note Purchase Agreement to conform generally to the corresponding covenants and provisions contained in the amended unsecured consolidated credit agreement; (ii) provides the investors thereunder certain additional guaranty and lien rights, in the event that certain subsequent events occur; (iii) expands the scope of the “most favored lender” covenant contained in the Note Purchase Agreement; and (iv) imposes restrictions on debt that can be incurred by certain subsidiaries of the Company. (7) On May 23, 2017, the Company issued $450.0 million in aggregate principal amount of senior notes due on June 1, 2027 pursuant to an underwritten public offering. The notes bear interest at an annual rate of 4.50%. Interest is payable on June 1 and December 1 of each year beginning on December 1, 2017 until the stated maturity date of June 1, 2027. The notes were issued at 99.393% of their face value. (8) On April 16, 2018, the Company issued $400.0 million in aggregate principal amount of senior notes due April 15, 2028, pursuant to an underwritten public offering. The notes bear interest at an annual rate of 4.95%. Interest is payable on April 15 and October 15 of each year beginning on October 15, 2018 until the stated maturity date of April 15, 2028. The notes were issued at 98.883% of their face value and are unsecured. Net proceeds from the note offering of $391.8 million were used to pay down the facility. (9) On August 30, 2017, the Company refinanced its variable-rate bonds payable. The maturity date was extended from October 1, 2037 to August 1, 2047 and the outstanding principal balance and interest rate were not changed. These bonds are secured by three theatres, which had a net book value of approximately $20.5 million at December 31, 2018, and bear interest at a variable rate which resets on a weekly basis and was 2.50% at December 31, 2018. The bonds require monthly interest only payments with principal due at maturity.
Schedule of Maturities of Long-term Debt | Principal payments due on long-term debt obligations subsequent to December 31, 2018 (without consideration of any extensions) are as follows (in thousands):
| Amount
Year: |
2019 | $ | — |
2020 | — |
2021 | — |
2022 | 380,000 |
2023 | 675,000 |
Thereafter | 1,964,995 |
Less: deferred financing costs, net | (33,941 | )
Total | $ | 2,986,054 |
Interest Expense, Net | The following is a summary of interest expense, net for the years ended December 31, 2018, 2017 and 2016 (in thousands):
| 2018 |  | 2017 |  | 2016
Interest on loans | $ | 137,570 |  |  | $ | 135,023 |  |  | $ | 101,181 |
Amortization of deferred financing costs | 5,797 |  |  | 6,167 |  |  | 4,787 |
Credit facility and letter of credit fees | 2,411 |  |  | 2,005 |  |  | 1,873 |
Interest cost capitalized | (9,904 | ) |  | (9,879 | ) |  | (10,697 | )
Interest income | (367 | ) |  | (192 | ) |  | — |
Interest expense, net | $ | 135,507 |  |  | $ | 133,124 |  |  | $ | 97,144 |

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- Definition Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.22) -URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21475-112644 Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 942 -SubTopic 470 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823 Reference 4: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 235 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08.(e),(f)) -URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690 Reference 5: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 835 -SubTopic 30 -Section 55 -Paragraph 8 -URI http://asc.fasb.org/extlink&oid=64930739&loc=d3e28878-108400 Reference 6: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 8 -URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21538-112644 Reference 7: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 6 -URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21506-112644 Reference 8: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 835 -SubTopic 30 -Section 45 -Paragraph 1A -URI http://asc.fasb.org/extlink&oid=64930785&loc=d3e28541-108399 Reference 9: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 835 -SubTopic 30 -Section 45 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=64930785&loc=d3e28551-108399 Reference 10: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 7 -URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21521-112644 + Details
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- Definition Tabular disclosure of the combined aggregate amount of maturities and sinking fund requirements for all long-term borrowings for each of the five years following the date of the latest balance sheet date presented. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 10 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=6802200&loc=d3e1835-112601 + Details
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