v3.22.2.2
Unsecured Credit Agreements
9 Months Ended
Sep. 30, 2022
Debt Disclosure [Abstract]  
Unsecured Credit Agreements Unsecured Credit Agreements

The following table summarizes the Company's unsecured credit agreements:

 

 

 

Outstanding Balance

 

 

 

 

 

(in thousands, except interest rates)

 

September 30,
2022

 

 

December 31,
2021

 

 

Interest
Rate

 

Maturity
Date

Unsecured revolving
   credit facility

 

$

219,537

 

 

$

102,000

 

 

Applicable reference
rate +
0.85% (a) (b) (c)

 

Mar. 2026

Unsecured term loans:

 

 

 

 

 

 

 

 

 

 

2022 Unsecured Term Loan

 

 

 

 

 

60,000

 

 

one-month LIBOR
+
1.00% (c)

 

Feb. 2022 (e)

2024 Unsecured Term Loan

 

 

 

 

 

190,000

 

 

one-month LIBOR
+
1.00% (c)

 

Jun. 2024 (f)

2026 Unsecured Term Loan

 

 

400,000

 

 

 

400,000

 

 

one-month LIBOR
+
1.00% (c)

 

Feb. 2026

2027 Unsecured Term Loan

 

 

200,000

 

 

 

 

 

one-month adjusted SOFR
+
0.95% (d)

 

Aug. 2027

2029 Unsecured Term Loan

 

 

300,000

 

 

 

 

 

one-month adjusted SOFR
+
1.25% (d)

 

Aug. 2029

Total unsecured term loans

 

 

900,000

 

 

 

650,000

 

 

 

 

 

Unamortized debt issuance costs, net

 

 

(5,622

)

 

 

(3,329

)

 

 

 

 

Total unsecured term loans, net

 

 

894,378

 

 

 

646,671

 

 

 

 

 

Senior unsecured notes:

 

 

 

 

 

 

 

 

 

 

2027 Senior Unsecured Notes -
   Series A

 

 

150,000

 

 

 

150,000

 

 

4.84%

 

Apr. 2027

2028 Senior Unsecured Notes -
   Series B

 

 

225,000

 

 

 

225,000

 

 

5.09%

 

Jul. 2028

2030 Senior Unsecured Notes -
   Series C

 

 

100,000

 

 

 

100,000

 

 

5.19%

 

Jul. 2030

2031 Senior Unsecured Public Notes

 

 

375,000

 

 

 

375,000

 

 

2.60%

 

Sep. 2031

Total senior unsecured notes

 

 

850,000

 

 

 

850,000

 

 

 

 

 

Unamortized debt issuance costs and
   original issuance discount, net

 

 

(5,633

)

 

 

(6,199

)

 

 

 

 

Total senior unsecured notes, net

 

 

844,367

 

 

 

843,801

 

 

 

 

 

Total unsecured debt, net

 

$

1,958,282

 

 

$

1,592,472

 

 

 

 

 

(a)
At September 30, 2022, a balance of $146.5 million was subject to the one-month SOFR of 3.04%. The remaining balance includes $100 million CAD borrowings remeasured to $73 million USD, which was subject to the one-month Canadian Dollar Offered Rate ("CDOR") of 3.76%.
(b)
At December 31, 2021, the applicable interest rate was one-month LIBOR plus 1.00%
(c)
At September 30, 2022 and December 31, 2021, one-month LIBOR was 3.14% and 0.10%, respectively.
(d)
At September 30, 2022, one-month SOFR was 3.04%.
(e)
The 2022 Unsecured Term Loan was paid in full in February 2022 with borrowings from the unsecured revolving credit facility.
(f)
The 2024 Unsecured Term Loan was paid in full in August 2022 with borrowings from the 2027 Unsecured Term Loan and 2029 Unsecured Term Loan.

At September 30, 2022, the weighted average interest rate on all outstanding borrowings was 4.10%, exclusive of interest rate swap agreements.

The Company is subject to various financial and operational covenants and financial reporting requirements pursuant to its unsecured credit agreements. These covenants require the Company to maintain certain financial ratios, including leverage, fixed charge coverage, debt service coverage, aggregate debt ratio, consolidated income available for debt to annual debt service charge, total unencumbered assets to total unsecured debt, and secured debt ratio, among others. As of September 30, 2022, and for all periods presented, the Company believes it was in compliance with all of its loan covenants. Failure to comply with the covenants would result in a default which, if the Company were unable to cure or obtain a waiver from the lenders, could accelerate the repayment of the obligations. Further, in the event of default, the Company may be restricted from paying dividends to its stockholders in excess of dividends required to maintain its REIT qualification. Accordingly, an event of default could have a material and adverse impact on the Company.

On January 28, 2022, the Company amended and restated the unsecured revolving credit facility to increase the available borrowings to $1.0 billion and extend the maturity date to March 31, 2026. In addition to United States Dollars ("USD"), borrowings under the unsecured revolving credit facility can be made in Pound Sterling, Euros or Canadian Dollars ("CAD") up to an aggregate amount of $500.0 million. Prior to the amendment, borrowings under the credit facility were subject to interest at variable rates based on LIBOR plus a margin based on the Company's current credit rating ranging between 0.825% to 1.55% per annum. Borrowings under the amended credit facility are subject to interest only payments at variable rates equal to the applicable reference rate plus a margin based on the Company's credit rating, ranging between 0.725% and 1.400%. In addition, the amended credit facility is subject to a facility fee on the amount of the revolving commitments, based on the Company's credit rating. The applicable facility fee is 0.200% per annum.

On August 1, 2022, the Company entered into two unsecured term loans, including a $200.0 million, five-year unsecured term loan that matures in 2027 (the "2027 Unsecured Term Loan"), and a $300.0 million, seven-year unsecured term loan that matures in 2029 (the "2029 Unsecured Term Loan"). Borrowings on the new term loans bear interest at variable rates based on adjusted SOFR, plus a margin based on the Company's credit rating, ranging between 0.80% and 1.60% per annum for the 2027 Unsecured Term Loan, and 1.15% and 2.20% per annum for the 2029 Unsecured Term Loan. Proceeds from the loans were used to repay in full the $190.0 million 2024 Unsecured Term Loan, including accrued interest, and a portion of the outstanding balance on the unsecured revolving credit facility.

For the three and nine months ended September 30, 2022, the Company incurred $3.2 million and $7.0 million, respectively, in debt issuance costs associated with the unsecured revolving credit facility, 2027 Unsecured Term Loan and 2029 Unsecured Term Loan. For the three and nine months ended September 30, 2021, the Company incurred $4.1 million and $5.0 million, respectively, in debt issuance costs and original issuance discount associated with the 2031 Senior Public Notes and the amended 2026 Unsecured Term Loan.

For each separate debt instrument, on a lender-by-lender basis, in accordance with ASC 470-50, Debt Modifications and Extinguishment, the Company performed an assessment of whether the transaction was deemed to be new debt, a modification of existing debt, or an extinguishment of existing debt. Debt issuance costs are either deferred and amortized over the term of the associated debt or expensed as incurred.

With respect to the amended unsecured revolving credit facility, and the 2027 Unsecured Term Loan and 2029 Unsecured Term Loan, the transactions were deemed to be new debt, and a modification of existing debt, and therefore the $3.2 million and $7.0 million of debt issuance costs incurred during the three and nine months ended September 30, 2022, respectively, were deferred and are being amortized over the term of the associated debt. Additionally, unamortized debt issuance costs of $0.2 million were expensed and included in Cost of debt extinguishment in the accompanying Condensed Consolidated Statements of Income and Comprehensive Income for the three and nine months ended September 30, 2022.

With respect to the 2031 Senior Unsecured Public Notes and the amended 2026 Unsecured Term Loan, the transactions were deemed to be related to new debt and a modification of existing debt, and therefore the $3.4 million and $4.3 million of debt issuance costs paid to lenders were deferred and are being amortized over the term of the associated debt during the three and nine months ended September 30, 2021, respectively. Additionally, unamortized debt issuance costs of $0.2 million and $0.3 million were expensed and included in Cost of debt extinguishment in the accompany Condensed Consolidated Statements of Income and Comprehensive Income for the three and nine months ended September 30, 2021, respectively.

Debt issuance costs and original issuance discounts are amortized as a component of Interest expense in the accompanying Condensed Consolidated Statements of Income and Comprehensive Income. The following table summarizes debt issuance cost and original issuance discount amortization:

 

 

 

For the Three Months Ended
September 30,

 

 

For the Nine Months Ended
September 30,

 

(in thousands)

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Debt issuance costs and original issuance discount amortization

 

$

948

 

 

$

962

 

 

$

2,704

 

 

$

2,832