Debt Obligations, net (Tables)

9 Months Ended

Sep. 30, 2018

The Company's debt obligations were as follows ($ in thousands):



	Carrying Value as of						Stated Interest Rates			Scheduled Maturity Date
	September 30, 2018			December 31, 2017			Stated Interest Rates			Scheduled Maturity Date
Secured credit facilities and mortgages:
2015 $325 million Revolving Credit Facility	$	—		$	325,000		LIBOR + 2.50%		⁽¹⁾	September 2020
2016 Senior Term Loan	648,375			399,000			LIBOR + 2.75%		⁽²⁾	June 2023
Mortgages collateralized by net lease assets⁽³⁾	684,503			208,491			3.62% - 7.26%		⁽⁴⁾
Total secured credit facilities and mortgages	1,332,878			932,491
Unsecured notes:
5.00% senior notes⁽⁵⁾	497,000			770,000			5.00	%		July 2019
4.625% senior notes⁽⁶⁾	400,000			400,000			4.625	%		September 2020
6.50% senior notes⁽⁷⁾	275,000			275,000			6.50	%		July 2021
6.00% senior notes⁽⁸⁾	375,000			375,000			6.00	%		April 2022
5.25% senior notes⁽⁹⁾	400,000			400,000			5.25	%		September 2022
3.125% senior convertible notes⁽¹⁰⁾	287,500			287,500			3.125	%		September 2022
Total unsecured notes	2,234,500			2,507,500
Other debt obligations:
Trust preferred securities	100,000			100,000			LIBOR + 1.50%			October 2035
Total debt obligations	3,667,378			3,539,991
Debt discounts and deferred financing costs, net	(54,569		)	(63,591		)
Total debt obligations, net⁽¹¹⁾	$	3,612,809		$	3,476,400

_______________________________________________________________________________

(1)

The loan bears interest at the Company's election of either: (i) a base rate, which is the greater of (a) prime, (b) federal funds plus 0.5% or (c) LIBOR plus 1.0% and subject to a margin ranging from 1.25% to 1.75%; or (ii) LIBOR subject to a margin ranging from 2.25% to 2.75%. At maturity, the Company may convert outstanding borrowings to a one year term loan which matures in quarterly installments through September 2021.


(2)	The loan bears interest at the Company's election of either: (i) a base rate, which is the greater of (a) prime, (b) federal funds plus 0.5% or (c) LIBOR plus 1.0% and subject to a margin of 1.75%; or (ii) LIBOR subject to a margin of 2.75%.


(3)	On June 30, 2018, the Company consolidated the Net Lease Venture and recorded $464.7 million to "Debt obligations, net" on the Company's consolidated balance sheet.


(4)	As of September 30, 2018, the weighted average interest rate of these loans is 4.60%, inclusive of the effect of interest rate swaps.


(5)	The Company can prepay these senior notes without penalty. In July 2018, the Company redeemed $273.0 million of the 5.00% senior notes. Subsequent to September 30, 2018, the Company called for redemption $122.0 million aggregate principal amount of such notes on November 2, 2018.


(6)	The Company can prepay these senior notes without penalty beginning June 15, 2020.


(7)	The Company can prepay these senior notes without penalty beginning July 1, 2020.


(8)	The Company can prepay these senior notes without penalty beginning April 1, 2021.


(9)	The Company can prepay these senior notes without penalty beginning September 15, 2021.

(10)

The Company's 3.125% senior convertible fixed rate notes due September 2022 ("3.125% Convertible Notes") are convertible at the option of the holders at a conversion rate of 64.91 shares per $1,000 principal amount of 3.125% Convertible Notes, which equals a conversion price of $15.41 per share, at any time prior to the close of business on the business day immediately preceding September 15, 2022. Upon conversion, the Company will pay or deliver, as the case may be, a combination of cash and shares of its common stock. As such, at issuance in September 2017, the Company valued the debt component at $221.8 million, net of fees, and the equity component of the conversion feature at $22.5 million, net of fees, and recorded the equity component in "Additional paid-in capital" on the Company's consolidated balance sheet. In October 2017, the initial purchasers of the 3.125% Convertible Notes exercised their option to purchase an additional $37.5 million aggregate principal amount of the 3.125% Convertible Notes. At issuance, the Company valued the debt component at $34.0 million, net of fees, and the equity component of the conversion feature at $3.4 million, net of fees, and recorded the equity component in "Additional paid-in capital" on the Company's consolidated balance sheet. As of September 30, 2018, the carrying value of the 3.125% Convertible Notes was $261.1 million, net of fees, and the unamortized discount of the 3.125% Convertible Notes was $21.7 million, net of fees. During the three and nine months ended September 30, 2018, the Company recognized $2.2 million and $6.7 million, respectively, of contractual interest and $1.2 million and $3.5 million, respectively, of discount amortization on the 3.125% Convertible Notes. The effective interest rate was 5.2%.


(11)	The Company capitalized interest relating to development activities of $4.0 million and $8.5 million during the three and nine months ended September 30, 2018, respectively, and $2.1 million and $6.1 million during the three and nine months ended September 30, 2017, respectively.

Schedule of future scheduled maturities of outstanding debt obligations

As of September 30, 2018, future scheduled maturities of outstanding debt obligations are as follows ($ in thousands):



	Unsecured Debt			Secured Debt			Total
2018 (remaining three months)	$	—		$	107,428		$	107,428
2019⁽¹⁾	497,000			747			497,747
2020	400,000			—			400,000
2021	275,000			268,593			543,593
2022	1,062,500			57,457			1,119,957
Thereafter	100,000			898,653			998,653
Total principal maturities	2,334,500			1,332,878			3,667,378
Unamortized discounts and deferred financing costs, net	(44,655		)	(9,914		)	(54,569		)
Total debt obligations, net	$	2,289,845		$	1,322,964		$	3,612,809

_______________________________________________________________________________


(1)	Subsequent to September 30, 2018, the Company called for redemption $122.0 million aggregate principal amount of senior notes on November 2, 2018.

Schedule of carrying value of encumbered assets by asset type

The carrying value of the Company's assets that are directly pledged or are held by subsidiaries whose equity is pledged as collateral to secure the Company's obligations under its secured debt facilities are as follows, by asset type ($ in thousands):



	As of
	September 30, 2018				December 31, 2017
	Collateral Assets⁽¹⁾		Non-Collateral Assets		Collateral Assets⁽¹⁾		Non-Collateral Assets
Real estate, net	$	1,570,920	$	322,869	$	795,321	$	486,710
Real estate available and held for sale	31,145		30,404		20,069		48,519
Land and development, net	17,500		633,031		25,100		835,211
Loans receivable and other lending investments, net⁽²⁾⁽³⁾	499,895		525,103		194,529		1,021,340
Other investments	—		302,318		—		321,241
Cash and other assets	6,398		1,136,352		—		898,252
Total	$	2,125,858	$	2,950,077	$	1,035,019	$	3,611,273

_______________________________________________________________________________

(1)

The 2016 Senior Term Loan and the 2015 Revolving Credit Facility are secured only by pledges of equity of certain of the Company's subsidiaries and not by pledges of the assets held by such subsidiaries. Such subsidiaries are subject to contractual restrictions under the terms of such credit facilities, including restrictions on incurring new debt (subject to certain exceptions). As of September 30, 2018, Collateral Assets includes $410.4 million carrying value of assets held by entities pledged as collateral for the $325.0 million 2015 Revolving Credit Facility that is undrawn as of September 30, 2018.


(2)	As of September 30, 2018 and December 31, 2017, the amounts presented exclude general reserves for loan losses of $14.3 million and $17.5 million, respectively.


(3)	As of September 30, 2018 and December 31, 2017, the amounts presented exclude loan participations of $18.4 million and $102.3 million, respectively.