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Indebtedness | 12 Months Ended
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Dec. 31, 2021
Debt Disclosure [Abstract] |
Indebtedness | Indebtedness At December 31, 2021 and 2020, our outstanding indebtedness consisted of the following:
|  |  |  | Principal Balance as of December 31,
Floating Rate Debt (1) |  | Maturity |  | 2021 |  | 2020
Revolving credit facility (2) |  | January 2023 |  | $ | 800,000 |  |  | $ | — |
Term loan |  | September 2022 |  | — |  |  | 200,000 |
Total floating rate debt |  |  |  | $ | 800,000 |  |  | $ | 200,000 |
(1)As of December 31, 2021 and 2020, the unamortized net debt issuance costs on certain of these debts were $0 and $951, respectively. (2)Outstanding borrowings under our revolving credit facility. In February 2022, we exercised our option to extend the maturity date of our revolving credit facility by one year to January 2024.
|  |  |  |  |  | December 31, 2021 |  | December 31, 2020
Senior Unsecured Notes (1) |  | Coupon |  | Maturity |  | Face Amount |  | Unamortized Discount |  | Face Amount |  | Unamortized Discount
Senior unsecured notes |  | 6.750 | % |  | December 2021 |  | $ | — |  |  | $ | — |  |  | $ | 300,000 |  |  | $ | 490 |
Senior unsecured notes |  | 4.750 | % |  | May 2024 |  | 250,000 |  |  | 184 |  |  | 250,000 |  |  | 263 |
Senior unsecured notes |  | 9.750 | % |  | June 2025 |  | 1,000,000 |  |  | — |  |  | 1,000,000 |  |  | — |
Senior unsecured notes |  | 4.750 | % |  | February 2028 |  | 500,000 |  |  | 5,169 |  |  | 500,000 |  |  | 6,013 |
Senior unsecured notes |  | 4.375 | % |  | March 2031 |  | 500,000 |  |  | — |  |  | — |  |  | — |
Senior unsecured notes |  | 5.625 | % |  | August 2042 |  | 350,000 |  |  | — |  |  | 350,000 |  |  | — |
Senior unsecured notes |  | 6.250 | % |  | February 2046 |  | 250,000 |  |  | — |  |  | 250,000 |  |  | — |
Total senior unsecured notes |  |  |  |  |  | $ | 2,850,000 |  |  | $ | 5,353 |  |  | $ | 2,650,000 |  |  | $ | 6,766 |
(1)As of December 31, 2021 and 2020, the unamortized net debt issuance costs on certain of these notes were $37,836 and $35,045, respectively.
|  | Principal Balance as of December 31, |  |  |  |  |  | Number of Properties as Collateral |  | Net Book Value of Collateral as of December 31,
Secured and Other Debt |  | 2021 (1) |  | 2020 (1) |  | Interest Rate |  | Maturity |  | At December 31, 2021 |  | 2021 |  | 2020
Mortgage note |  | $ | 11,120 |  |  | $ | 11,838 |  |  | 6.28 | % |  | July 2022 |  | 1 |  |  | $ | 23,525 |  |  | $ | 23,500 |
Mortgage note |  | 10,479 |  |  | 10,724 |  |  | 4.85 | % |  | October 2022 |  | 1 |  |  | 19,211 |  |  | 19,675 |
Mortgage note |  | 15,456 |  |  | 15,805 |  |  | 5.75 | % |  | October 2022 |  | 2 |  |  | 19,099 |  |  | 19,180 |
Mortgage note |  | 15,204 |  |  | 15,646 |  |  | 6.64 | % |  | June 2023 |  | 1 |  |  | 24,593 |  |  | 23,023 |
Mortgage notes (2) |  | — |  |  | 620,000 |  |  | 3.53 | % |  | August 2026 |  | — |  |  | — |  |  | 705,096 |
Mortgage note |  | 10,240 |  |  | 10,470 |  |  | 4.44 | % |  | July 2043 |  | 1 |  |  | 13,387 |  |  | 13,582 |
Finance Leases |  | 6,636 |  |  | 7,811 |  |  | 7.70 | % |  | April 2026 |  | 2 |  |  | 18,527 |  |  | 18,097 |
Total secured |  | $ | 69,135 |  |  | $ | 692,294 |  |  |  |  |  |  | 8 |  |  | $ | 118,342 |  |  | $ | 822,153 |
(1)The principal balances are the amounts stated in the contracts. In accordance with GAAP, our carrying values and recorded interest expense may be different because of market conditions at the time we assumed certain of these debts. As of December 31, 2021 and 2020, the unamortized net premiums and debt issuance costs on certain of these mortgages were $(578) and $721, respectively. (2)The property encumbered by these mortgages is located in Boston, Massachusetts and was contributed in the first quarter of 2017 to a joint venture, which we deconsolidated in December 2021 and in which we currently own a 20% equity interest. As of December 31, 2020, this property was consolidated into our financial statements. See Note 3 for further information regarding this joint venture. As of December 31, 2021, we had a $800,000 revolving credit facility that was available for general business purposes. As of December 31, 2021, the maturity date of our revolving credit facility was January 2023. In February 2022, we exercised our option to extend the maturity date of our revolving credit facility by one year to January 2024. Our revolving credit facility generally provides that we can borrow, repay and re-borrow funds available under our revolving credit facility until maturity, and no principal repayment is due until maturity. As of December 31, 2021, our revolving credit facility required interest to be paid on borrowings at the annual rate of 2.9%, plus a facility fee of 30 basis points per annum on the total amount of lending commitments under the facility. The weighted average annual interest rates for borrowings under our revolving credit facility were 2.9%, 2.2% and 3.4% for the years ended December 31, 2021, 2020 and 2019, respectively. The interest rate premium and facility fee are each subject to adjustment based upon changes to our credit ratings. On March 31, 2021, we borrowed $800,000 under our revolving credit facility as a precautionary measure to increase our cash position and preserve financial flexibility in light of continued uncertainties related to the COVID-19 pandemic. As of December 31, 2021 and February 21, 2022, we were fully drawn under our revolving credit facility. In January 2021, we and our lenders amended our credit agreement and the agreement governing our previously existing $200,000 term loan in order to provide us with certain flexibility in light of continued uncertainties related to the COVID-19 pandemic. Pursuant to the amendments: •certain of the financial covenants under our credit agreement and the agreement governing our previously existing $200,000 term loan, including covenants that require us to maintain certain financial ratios, have been waived through June 2022, or the Amendment Period; •the revolving credit facility commitments have been reduced from $1,000,000 to $800,000, and as a result of the reduction in commitments, we recorded a loss on early extinguishment of debt of $563 for the year ended December 31, 2021; •we pledged certain equity interests of subsidiaries owning properties to secure our obligations under our credit agreement and the agreement governing our previously existing $200,000 term loan and agreed to provide, and as of December 2021 had provided, first mortgage liens on 61 medical office and life science properties with an aggregate gross book value of real estate assets of $992,493 as of December 31, 2021 to secure our obligations, which pledges and/or mortgage liens may be removed or new ones may be added during the Amendment Period based on outstanding debt amounts, among other things; •we had the ability to fund $250,000 of capital expenditures per year, which increased to $350,000 per year following the repayment of our $200,000 term loan in February 2021, and are restricted in our ability to acquire real property as defined in our credit agreement; •the interest rate premium over LIBOR under our revolving credit facility and our previously existing $200,000 term loan increased by 30 basis points; •certain covenants and restrictions on distributions to common shareholders, share repurchases, capital expenditures, acquiring additional properties and incurring additional indebtedness (in each case subject to various exceptions), and the minimum liquidity requirement of $200,000 will remain in place during the Amendment Period; and •we are generally required to apply the net cash proceeds from the disposition of assets, capital markets transactions, and debt financings to the repayment of any amounts outstanding under our revolving credit facility. In September 2021, we and our lenders further amended our credit agreement. Among other things, the amendment sets forth the mechanics for establishing a replacement benchmark rate under our credit agreement at such time as LIBOR is no longer available to calculate interest payable on amounts outstanding thereunder. In February 2022, we and our lenders further amended our credit agreement. Pursuant to the amendment: •the waiver of the fixed charge coverage ratio covenant included in our credit agreement has been extended through December 31, 2022; •the revolving credit facility commitments have been reduced from $800,000 to $700,000 following our repayment of $100,000; •we have the ability to fund $400,000 of capital expenditures per year and we are restricted in our ability to acquire real property as defined in our credit agreement; •the interest rate premium under our revolving credit facility increased by 15 basis points; and •certain covenants and restrictions on distributions to common shareholders, share repurchases, capital expenditures, acquiring additional properties and incurring additional indebtedness (in each case subject to various exceptions), and the minimum liquidity requirement of $200,000 will remain in place during the Amendment Period. Also in February 2022, we exercised our option to extend the maturity date of our revolving credit facility by one year to January 2024. Pursuant to our credit agreement, the borrowing capacity under our revolving credit facility will be reduced to $586,373 as of January 2023 and as such, further repayment of our revolving credit facility may be required. In May 2019, we redeemed at par all of our outstanding 3.25% senior notes due 2019 for a redemption price equal to the principal amount of $400,000, plus accrued and unpaid interest of $6,500. We funded this redemption with cash on hand and borrowings under our revolving credit facility. Also in May 2019, we prepaid, at par plus accrued interest, a mortgage note secured by four of our senior living communities with an outstanding principal balance of approximately $42,211, a maturity date in July 2019 and an annual interest rate of 3.79%. As a result of this prepayment, we recorded a loss on early extinguishment of debt of $17 for the year ended December 31, 2019. We prepaid this mortgage using cash on hand and borrowings under our revolving credit facility. In December 2019, we obtained a $250,000 term loan with a maturity date in June 2020, which we have prepaid in full as discussed further below. The weighted average annual interest rate for amounts outstanding under this term loan was 2.9% for the year ended December 31, 2019. We used the net proceeds from our $250,000 term loan, together with proceeds from our dispositions, borrowings under our revolving credit facility and cash on hand, to prepay in full our $350,000 term loan that was scheduled to mature on January 15, 2020. As a result of this prepayment, we recorded a loss on early extinguishment of debt of $27 for the year ended December 31, 2019. In February 2020, we prepaid a mortgage note secured by one of our life science properties with an outstanding principal balance of approximately $1,554, a maturity date in March 2026 and an annual interest rate of 6.25%. As a result of this prepayment, we recorded a loss on early extinguishment of debt of $246 for the year ended December 31, 2020. We prepaid this mortgage using cash on hand and borrowings under our revolving credit facility. In April 2020, we redeemed all of our outstanding 6.75% senior notes due 2020 for a redemption price equal to the principal amount of $200,000 plus accrued and unpaid interest of $6,750. We funded this redemption with cash on hand and borrowings under our revolving credit facility. In May 2020, we prepaid a mortgage note secured by one of our medical office properties with an outstanding principal balance of approximately $1,213, a maturity date in January 2022 and an annual interest rate of 7.49%. As a result of the prepayment of this mortgage note, we recorded a loss on early extinguishment of debt of $155 for the year ended December 31, 2020. We prepaid this mortgage using cash on hand and borrowings under our revolving credit facility. In June 2020, we issued $1,000,000 aggregate principal amount of our 9.75% senior notes due 2025 in an underwritten public offering raising net proceeds of $982,300, after deducting estimated offering expenses and underwriters' discounts. These notes are guaranteed by all of our subsidiaries, except for certain excluded subsidiaries, including pledged subsidiaries under our credit agreement. Prior to June 15, 2022, we may, at our option, redeem all or a portion of these notes at a redemption price equal to the outstanding principal amount of these notes, plus accrued and unpaid interest, plus the make-whole amount set forth in the indenture which governs these notes, as supplemented, or our 2025 Notes Indenture. Prior to June 15, 2022, we may also, at our option, redeem up to 40% of the aggregate principal amount of these notes with the net proceeds of certain equity offerings at the redemption price set forth in the 2025 Notes Indenture, so long as at least 50% of the original aggregate principal amount of these notes remains outstanding after each such redemption. In addition, we have the option to redeem all or a portion of these notes at any time on or after June 15, 2022 at the redemption prices set forth in the 2025 Notes Indenture. We used the net proceeds from this offering to prepay in full our $250,000 term loan which was scheduled to mature in June 2020 and to reduce amounts outstanding under our revolving credit facility. The weighted average interest rate under our $250,000 term loan was 2.4% for the period from January 1, 2020 to June 2, 2020. As a result of the repayment of our $250,000 term loan, we recorded a loss on early extinguishment of debt of $26 for the year ended December 31, 2020. In February 2021, we issued $500,000 aggregate principal amount of our 4.375% senior notes due 2031 in an underwritten public offering raising net proceeds of $491,357, after deducting estimated offering expenses and underwriters' discounts. These notes are guaranteed by all of our subsidiaries, except for certain excluded subsidiaries, including pledged subsidiaries under our credit agreement and require semi-annual interest payments through maturity. We used the net proceeds from this offering to prepay in full in February 2021 our $200,000 term loan which was scheduled to mature in September 2022. The weighted average interest rate under our $200,000 term loan was 2.9% for the period from January 1, 2021 to February 7, 2021 and 2.7% and 3.7% for the years ended December 31, 2020 and 2019, respectively. As a result of the prepayment of our $200,000 term loan, we recorded a loss on early extinguishment of debt of $1,477 for the year ended December 31, 2021. In June 2021, we used the remaining net proceeds from this offering and cash on hand to redeem all of our outstanding 6.75% senior notes due 2021 for a redemption price equal to the principal amount of $300,000 plus accrued and unpaid interest of $10,125, when these notes became redeemable with no prepayment premium. In connection with this redemption, we recorded a loss on early extinguishment of debt of $370 for the year ended December 31, 2021. Interest on our senior unsecured notes are payable either semi-annually or quarterly in arrears; however, no principal repayments are due until maturity. Required monthly payments on our mortgages include principal and interest. Payments under our finance leases are due monthly. We include amortization of finance lease assets in depreciation and amortization expense. Our credit agreement and our senior unsecured notes indentures and their supplements provide for acceleration of payment of all amounts due thereunder upon the occurrence and continuation of certain events of default, such as, in the case of our credit agreement, a change of control of us, as defined, which includes RMR LLC ceasing to act as our business and property manager. Our credit agreement and our senior unsecured notes indentures and their supplements also contain covenants, including covenants that restrict our ability to incur debts, and generally require us to maintain certain financial ratios, and our credit agreement restricts our ability to make distributions under certain circumstances. As of December 31, 2021, our ratio of consolidated income available for debt service to debt service was below the 1.5x incurrence requirement under our revolving credit facility and our public debt covenants as the effects of the COVID-19 pandemic continued to adversely impact our operations. We are currently unable to incur additional debt because this ratio is below 1.5x on a pro forma basis. We believe we were in compliance with the remaining terms and conditions of the respective covenants under our credit agreement and our senior unsecured notes indentures and their supplements at December 31, 2021. Although we have taken steps to enhance our ability to maintain sufficient liquidity, a protracted negative impact on the economy or the industries in which our properties and businesses operate resulting from the COVID-19 pandemic may cause increased pressure on our ability to satisfy financial and other covenants. Continued availability of borrowings under our revolving credit facility is subject to our satisfying certain financial covenants and other credit facility conditions. If our operating results and financial condition are significantly negatively impacted by economic conditions or otherwise, we may fail to satisfy covenants and conditions under our credit agreement or fail to satisfy our public debt covenants. Required principal payments on our outstanding debt as of December 31, 2021, are as follows:
Year |  | Principal Payment |
2022 |  | $ | 39,067 |  |
2023 |  | 816,413 |  |
2024 |  | 251,834 |  |
2025 |  | 1,002,001 |  |
2026 |  | 904 |  |
Thereafter |  | 1,608,916 |  | (1)
(1) The carrying value of our total debt outstanding as of December 31, 2021, including unamortized debt issuance costs, premiums and discounts was $3,676,524.

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