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Debt
 12 Months Ended
Dec. 31, 2022
Debt Disclosure [Abstract]  
Debt Debt
The following table sets forth information with respect to our outstanding indebtedness:
December 31, 2022December 31, 2021
Interest Rate(1)
Contractual Maturity Date(2)
UNSECURED AND SECURED DEBT
Unsecured debt
Unsecured revolving credit facility(3)(4)(5)
$385,000 $125,000 
SOFR + 1.15% to 1.60%
12/21/2026
(6)
Series A notes(7)
110,000 110,000 4.34%1/2/2023
Series B notes259,000 259,000 4.69%12/16/2025
Series C notes56,000 56,000 4.79%12/16/2027
Series D notes150,000 150,000 3.98%7/6/2026
Series E notes50,000 50,000 3.66%9/15/2023
3.95% Registered senior notes
400,000 400,000 3.95%11/1/2027
4.65% Registered senior notes
500,000 500,000 4.65%4/1/2029
3.25% Registered senior notes
400,000 400,000 3.25%1/15/2030
5.95% Registered senior notes(8)
350,000 — 5.95%2/15/2028
Total unsecured debt2,660,000 2,050,000 
Secured debt
Hollywood Media Portfolio
1,100,000 1,100,000 
LIBOR + 0.99%
8/9/2026
(9)
Acquired Hollywood Media Portfolio debt
(209,814)(209,814)
LIBOR + 1.55%
8/9/2026
(9)
Hollywood Media Portfolio, net(10)(11)
890,186 890,186 
One Westside and 10850 Pico(12)
316,602 241,388 
SOFR + 1.60%
12/18/2024
(13)
Element LA168,000 168,000 4.59%11/6/2025
1918 Eighth(14)
314,300 314,300 
SOFR + 1.40%
12/18/2025
Hill7(15)
101,000 101,000 3.38%11/6/2028
Quixote160,000 — 5.00%12/31/2023
Total secured debt1,950,088 1,714,874 
Total unsecured and secured debt4,610,088 3,764,874 
Unamortized deferred financing costs/loan discounts(16)
(24,226)(30,971)
TOTAL UNSECURED AND SECURED DEBT, NET$4,585,862 $3,733,903 
IN-SUBSTANCE DEFEASED DEBT$— $128,212 4.47%10/1/2022
JOINT VENTURE PARTNER DEBT (17)
$66,136 $66,136 4.50%10/9/2032
(18)
_____________
1.Interest rate with respect to indebtedness is calculated on the basis of a 360-day year for the actual days elapsed. Interest rates are as of December 31, 2022, which may be different than the interest rates as of December 31, 2021 for corresponding indebtedness.
2.Maturity dates include the effect of extension options.
3.The annual facility fee rate ranges from 0.15% or 0.30% based on the operating partnership’s leverage ratio. The Company has an option to make an irrevocable election to change the interest rate depending on the Company’s credit rating or a specified base rate plus an applicable margin. As of December 31, 2022, no such election had been made and the unsecured revolving credit facility bore interest at SOFR + 1.30%.
4.The Company has a total capacity of $1.0 billion available under its unsecured revolving credit facility, up to $250.0 million of which can be used for borrowings in pounds sterling or Canadian dollars. Subject to the satisfaction of certain conditions and lender commitments, the operating partnership may increase the commitments held under the Amended and Restated Credit Agreement up to a total of $2.0 billion either in the form of an increase to an existing unsecured revolving credit facility or a new loan, including a term loan.
5.On February 6, 2023, the Company made a $102.0 million repayment on this facility.
6.Includes the option to extend the initial maturity date of December 21, 2025 twice for an additional six-month term each.
7.On January 3, 2023, the Company repaid the Series A notes in full.
8.An amount equal to the net proceeds from the 5.95% registered senior notes has been allocated to new or existing eligible green projects.
9.Includes the option to extend the initial maturity date of August 9, 2023 three times for an additional one-year term each.
10.The Company owns 51% of the ownership interests in the consolidated joint venture that owns the Hollywood Media Portfolio. The joint venture holds a $1.1 billion mortgage loan secured by the Hollywood Media Portfolio. The Company purchased bonds comprising the loan in the amount of $209.8 million.
11.The interest on the full principal amount has been effectively capped at 4.49% (3.50% strike rate + 0.99% spread) per annum through the use of an interest rate cap.
12.The Company owns 75% of the ownership interests in the joint venture that owns the One Westside and 10850 Pico properties. The full amount of the loan is shown. The Company has the ability to draw up to $414.6 million under the construction loan secured by the One Westside and 10850 Pico properties.
13.Includes the option to extend the initial maturity date of December 18, 2023 twice for an additional six-month term each.
14.The Company owns 55% of the ownership interests in the consolidated joint venture that owns the 1918 Eighth property. The full amount of the loan is shown. This loan is interest-only through its term.
15.The Company owns 55% of the ownership interests in the consolidated joint venture that owns the Hill7 property. The full amount of the loan is shown. This loan bears interest only at 3.38% until November 6, 2026, at which time the interest rate will increase and monthly debt service will include principal payments with a balloon payment at maturity.
16.Excludes deferred financing costs related to establishing the Company’s unsecured revolving credit facility, which are reflected in prepaid expenses and other assets, net on the Consolidated Balance Sheets. See Note 2 for details.
17.This amount relates to debt attributable to Allianz U.S. Private REIT LP (“Allianz”), the Company’s partner in the joint venture that owns the Ferry Building property.
18.Includes the option to extend the initial maturity date of October 9, 2028 twice for an additional two-year term each.

Current Year Activity

During the year ended December 31, 2022, there were $260.0 million in borrowings on the unsecured revolving credit facility, net of repayments. The Company generally uses the unsecured revolving credit facility to finance the acquisition of properties and businesses, to provide funds for tenant improvements and capital expenditures and to provide for working capital and other corporate purposes.

In July 2022, the Company repaid its in-substance defeased debt in the amount of $126.4 million using the proceeds from the maturity of its U.S. Government securities in June 2022.

In August 2022, the Company modified the existing loan agreement secured by its 1918 Eighth property, whereby the LIBOR-based floating interest rate was replaced with a term SOFR-based floating interest rate. The Company applied the relief provisions of ASC 848 and accounted for this modification as a continuation of the existing loan agreement.

In August 2022, the Company acquired Quixote. In conjunction with the acquisition, the Company obtained a $160.0 million note payable from the sellers secured by the assets of Quixote. The loan has an interest rate of 5.00% per annum and is interest-only through the maturity date of December 31, 2023.

In September 2022, the operating partnership completed an underwritten public offering of $350.0 million of 5.95% registered senior notes due in 2028, which were issued at a discount of 99.614% of par and are fully and unconditionally guaranteed by the Company. The net proceeds from the offering, after deducting the underwriting discount and commissions, were approximately $346.5 million and were used to repay outstanding borrowings under its unsecured revolving credit facility. An amount equal to the net proceeds has been allocated to new or existing eligible green projects.

In September 2022, the operating partnership entered into the First Modification Agreement to the Fourth Amended and Restated Credit Agreement, which replaced the LIBOR-based floating interest rate option with a term SOFR-based floating interest rate option as a benchmark rate for borrowings denominated in U.S. dollars for all purposes under the existing credit agreement. The Company applied the relief provisions of ASC 848 and accounted for this modification as a continuation of the existing credit agreement.

In November 2022, the Company modified the existing loan agreement secured by its One Westside property, whereby the LIBOR-based floating interest rate was replaced with a term SOFR-based floating interest rate. The Company applied the relief provisions of ASC 848 and accounted for this modification as a continuation of the existing loan agreement.

Indebtedness

The Company presents its financial statements on a consolidated basis. Notwithstanding such presentation, except to the extent expressly indicated, the Company’s separate property-owning subsidiaries are not obligors of or under the debt of their respective affiliates and each property-owning subsidiary’s separate liabilities do not constitute obligations of its respective affiliates.

Loan agreements include events of default that the Company believes are usual for loans and transactions of this type. As of the date of this filing, there have been no events of default associated with the Company’s loans.
The following table provides information regarding the Company’s future minimum principal payments due on the Company’s debt (after the impact of extension options, if applicable) as of December 31, 2022:
For the Year Ended December 31,Unsecured and Secured DebtJoint Venture Partner Debt
2023$320,000 $— 
2024316,602 — 
2025741,300 — 
20261,425,186 — 
2027456,000 — 
Thereafter1,351,000 66,136 
TOTAL$4,610,088 $66,136 

Unsecured Debt

Credit Facility

The operating partnership continues to be the borrower under its credit facility agreement, and the Company and all subsidiaries that own unencumbered properties will continue to provide guarantees unless the Company obtains and maintains a credit rating of at least BBB- from S&P or Baa3 from Moody’s, in which case such guarantees are not required except under limited circumstances. As of December 31, 2022, the Company’s S&P and Moody’s ratings were BBB- and Baa3, respectively.

Note Purchase Agreements
The operating partnership may prepay at any time all or, from time to time, any part of the note purchase agreements in an amount not less than 5% of the aggregate principal amount of any series of note purchase agreements then outstanding in the case of a partial prepayment, at 100% of the principal amount so prepaid plus a make-whole premium.    

The operating partnership’s obligations under note purchase agreements are fully and unconditionally guaranteed by the Company. Subsidiaries of the Company will also issue unconditional guarantees upon the occurrence of certain conditions, including such subsidiaries providing guarantees under the Amended and Restated Credit Agreement, by and among the operating partnership, the financial institutions party thereto, and Wells Fargo Bank, National Association as administrative agent.

Debt Covenants

The operating partnership’s ability to borrow under its unsecured loan arrangements remains subject to ongoing compliance with financial and other covenants as defined in the respective agreements. Certain financial covenant ratios are subject to change in the occurrence of material acquisitions as defined in the respective agreements. Other covenants include certain limitations on dividend payouts and distributions, limits on certain types of investments outside of the operating partnership’s primary business and other customary affirmative and negative covenants.

The following table summarizes existing covenants and their covenant levels as of December 31, 2022 related to our unsecured revolving credit facility, term loans and note purchase agreements, when considering the most restrictive terms:

Covenant RatioCovenant LevelActual Performance
Total liabilities to total asset value
≤ 60%
44.2%
Unsecured indebtedness to unencumbered asset value
≤ 60%
46.3%
Adjusted EBITDA to fixed charges
≥ 1.5x
3.0x
Secured indebtedness to total asset value
≤ 45%
19.7%
Unencumbered NOI to unsecured interest expense
≥ 2.0x
2.6x
The following table summarizes existing covenants and their covenant levels related to our registered senior notes as of December 31, 2022:

Covenant Ratio(1)
Covenant LevelActual Performance
Debt to total assets
≤ 60%
47.6%
Total unencumbered assets to unsecured debt
  ≥ 150%
220.2%
Consolidated income available for debt service to annual debt service charge
≥ 1.5x
3.0x
Secured debt to total assets
≤ 45%
20.7%
_________________
1.The covenant and actual performance metrics above represent terms and definitions reflected in the indentures governing the 3.25% Senior Notes, 3.95% Senior Notes, 4.65% Senior Notes and 5.95% Senior Notes.

The operating partnership was in compliance with its financial covenants as of December 31, 2022.

Repayment Guarantees

Although the rest of the operating partnership’s loans are secured and non-recourse, the operating partnership provides limited customary secured debt guarantees for items such as voluntary bankruptcy, fraud, misapplication of payments and environmental liabilities.

The Company guarantees the operating partnership’s unsecured debt.

Interest Expense

The following table represents a reconciliation from gross interest expense to interest expense on the Consolidated Statements of Operations:
Year Ended December 31,
202220212020
Gross interest expense(1)
$154,038 $133,165 $126,447 
Capitalized interest(18,031)(21,689)(19,509)
Amortization of deferred financing costs and loan discount, net13,894 10,463 6,885 
INTEREST EXPENSE$149,901 $121,939 $113,823 
_________________
1.Includes interest on the Company’s debt and hedging activities.