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Mortgage and Other Indebtedness (Tables) | 9 Months Ended
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Sep. 30, 2016
Debt Disclosure [Abstract] |
Schedule of mortgage and other indebtedness | Mortgage and other indebtedness consisted of the following:
| September 30, 2016 |  | December 31, 2015
| Amount |  | Weighted- Average Interest Rate (1) |  | Amount |  | Weighted- Average Interest Rate (1)
Fixed-rate debt: |  |  |  |  |  |  |
Non-recourse loans on operating properties (2) | $ | 2,505,055 |  |  | 5.66% |  | $ | 2,736,538 |  |  | 5.68%
Senior unsecured notes due 2023 (3) | 446,450 |  |  | 5.25% |  | 446,151 |  |  | 5.25%
Senior unsecured notes due 2024 (4) | 299,938 |  |  | 4.60% |  | 299,933 |  |  | 4.60%
Other | — |  |  | —% |  | 2,686 |  |  | 3.50%
Total fixed-rate debt | 3,251,443 |  |  | 5.50% |  | 3,485,308 |  |  | 5.53%
Variable-rate debt: |  |  |  |  |  |  |  |  |
Non-recourse term loans on operating properties | 19,155 |  |  | 2.96% |  | 16,840 |  |  | 2.49%
Recourse term loans on operating properties | 25,847 |  |  | 3.12% |  | 25,635 |  |  | 2.97%
Construction loan | 10,573 |  |  | 3.03% |  | — |  |  | —%
Unsecured lines of credit | 438,956 |  |  | 1.72% |  | 398,904 |  |  | 1.54%
Unsecured term loans | 800,000 |  |  | 1.96% |  | 800,000 |  |  | 1.82%
Total variable-rate debt | 1,294,531 |  |  | 1.93% |  | 1,241,379 |  |  | 1.76%
Total fixed-rate and variable-rate debt | 4,545,974 |  |  | 4.49% |  | 4,726,687 |  |  | 4.54%
Unamortized deferred financing costs | (14,705 | ) |  |  |  | (16,059 | ) |  |
Total mortgage and other indebtedness | $ | 4,531,269 |  |  |  |  | $ | 4,710,628 |  |  |
(1) | Weighted-average interest rate includes the effect of debt premiums and discounts, but excludes amortization of deferred financing costs.
(2) | The Operating Partnership had four interest rate swaps on notional amounts totaling $101,151 as of December 31, 2015 related to four variable-rate loans on consolidated operating properties to effectively fix the interest rate on the respective loans. Therefore, these amounts were reflected in fixed-rate debt at December 31, 2015. The swaps matured April 1, 2016.
(3) | The balance is net of an unamortized discount of $3,550 and $3,849 as of September 30, 2016 and December 31, 2015, respectively.
(4) | The balance is net of an unamortized discount of $62 and $67 as of September 30, 2016 and December 31, 2015, respectively.
Schedule of line of credit facilities | The following summarizes certain information about the Company's unsecured lines of credit as of September 30, 2016:
|  | Total Capacity |  | Total Outstanding |  | Maturity Date |  | Extended Maturity Date |
Wells Fargo - Facility A |  | $ | 500,000 |  |  | $ | — |  | (1) | October 2019 |  | October 2020 | (2)
First Tennessee |  | 100,000 |  |  | 38,200 |  | (3) | October 2019 |  | October 2020 | (4)
Wells Fargo - Facility B |  | 500,000 |  |  | 400,756 |  | (5) | October 2020 |  |  |
|  | $ | 1,100,000 |  |  | $ | 438,956 |  |  |  |  |  |
(1) | There was $350 outstanding on this facility as of September 30, 2016 for letters of credit. Up to $30,000 of the capacity on this facility can be used for letters of credit.
(2) | The extension option is at the Company's election, subject to continued compliance with the terms of the facility, and has a one-time extension fee of 0.15% of the commitment amount of the credit facility.
(3) | Up to $20,000 of the capacity on this facility can be used for letters of credit.
(4) | The extension option on the facility is at the Company's election, subject to continued compliance with the terms of the facility, and has a one-time extension fee of 0.20% of the commitment amount of the credit facility.
(5) | There was an additional $4,866 outstanding on this facility as of September 30, 2016 for letters of credit. Up to $30,000 of the capacity on this facility can be used for letters of credit.
Schedule of covenant compliance | The following presents the Company's compliance with key covenant ratios, as defined, of the credit facilities and term loans as of September 30, 2016:
Ratio |  | Required |  | Actual
Debt to total asset value |  | < 60% |  | 49%
Unencumbered asset value to unsecured indebtedness |  | > 1.6x |  | 2.4x
Unencumbered NOI to unsecured interest expense |  | > 1.75x |  | 4.57x
EBITDA to fixed charges (debt service) |  | > 1.5x |  | 2.5x
The following presents the Company's compliance with key covenant ratios, as defined, of the Notes as of September 30, 2016:
Ratio |  | Required |  | Actual
Total debt to total assets |  | < 60% |  | 53%
Secured debt to total assets |  | < 45% (1) |  | 30%
Total unencumbered assets to unsecured debt |  | > 150% |  | 218%
Consolidated income available for debt service to annual debt service charge |  | > 1.5x |  | 3.3x
(1) | On January 1, 2020 and thereafter, secured debt to total assets must be less than 40%.
Schedule of fixed rate loans | The Company's unconsolidated affiliates repaid the following loans, secured by the related unconsolidated properties, in 2016:
Date |  | Property |  | Interest Rate at Repayment Date |  | Scheduled Maturity Date |  | Principal Balance Repaid
September |  | Governor's Square Mall (1) |  | 8.23% |  | September 2016 |  | $ | 14,089 |
September |  | High Pointe Commons - Phase I (2) |  | 5.74% |  | May 2017 |  | 12,401 |
September |  | High Pointe Commons - PetCo (2) |  | 3.20% |  | July 2017 |  | 19 |
September |  | High Pointe Commons - Phase II (2) |  | 6.10% |  | July 2017 |  | 4,968 |
July |  | Kentucky Oaks Mall (3) |  | 5.27% |  | January 2017 |  | 19,912 |
(1) | The Company's share of the loan was $6,692 based on its 47.5% pro rata share in the joint venture.
(2) | The loan secured by the property was paid off using proceeds from the sale of the property in September 2016. See above for more information. The Company's share of the loan was 50% based on its pro rata share in the joint venture.
(3) | The Company's share of the loan was $9,956 based on its 50% pro rata share in the joint venture.
The following table presents the loans, secured by the related consolidated properties, that were entered into in 2016:
Date |  | Property |  | Stated Interest Rate |  | Maturity Date |  | Amount Financed or Extended
June |  | Hamilton Place (1) |  | 4.36% |  | June 2026 |  | $ | 107,000 |
June |  | Statesboro Crossing (2) |  | LIBOR + 1.80% |  | June 2017 | (3) | 11,035 |
April |  | Hickory Point Mall (4) |  | 5.85% |  | December 2018 | (5) | 27,446 |
(1) | Proceeds from the non-recourse loan were used to retire an existing $98,181 loan with an interest rate of 5.86% that was scheduled to mature in August 2016. The Company's share of excess proceeds was used to reduce outstanding balances on its credit facilities.
(2) | The loan was modified to extend the maturity date.
(3) | The loan has a one-year extension option at the Company's election for an outside maturity date of June 2018.
(4) | The loan was modified to extend the maturity date. The interest rate remains at 5.85% but future amortization payments have been eliminated.
(5) | The loan has a one-year extension option at the Company's election for an outside maturity date of December 2019.
Other The non-recourse loans secured by Chesterfield Mall, Midland Mall and Wausau Center are in default and in receivership at September 30, 2016. The malls generate insufficient income levels to cover the debt service on the mortgages, which had an aggregate balance of $189,642 at September 30, 2016. The Company plans to return these malls to the respective lenders when foreclosure proceedings are complete, which is estimated to be by year-end or in early 2017. Construction Loan The following table presents the construction loan, secured by the related consolidated property, that was entered into in 2016:
Date |  | Property |  | Stated Interest Rate |  | Maturity Date |  | Amount Financed
May |  | The Outlet Shoppes at Laredo (1) |  | LIBOR + 2.5% | (2) | May 2019 | (3) | $ | 91,300 |
(1) | The consolidated 65/35 joint venture closed on a construction loan for the development of The Outlet Shoppes at Laredo, an outlet center located in Laredo, TX. The Operating Partnership has guaranteed 100% of the loan.
(2) | The interest rate will be reduced to LIBOR + 2.25% once the development is complete and certain debt and operational metrics are met.
(3) | The loan has one 24-month extension option, which is at the joint venture's election, subject to continued compliance with the terms of the loan agreement, for an outside maturity date of May 2021.
The Company repaid the following fixed-rate loans, secured by the related consolidated Properties, in 2016:
Date |  | Property |  | Interest Rate at Repayment Date |  | Scheduled Maturity Date |  | Principal Balance Repaid (1)
August |  | Dakota Square Mall |  | 6.23% |  | November 2016 |  | $ | 51,605 |
June |  | Hamilton Place (2) |  | 5.86% |  | August 2016 |  | 98,181 |
April |  | CoolSprings Crossing |  | 4.54% |  | April 2016 |  | 11,313 |
April |  | Gunbarrel Pointe |  | 4.64% |  | April 2016 |  | 10,083 |
April |  | Stroud Mall |  | 4.59% |  | April 2016 |  | 30,276 |
April |  | York Galleria |  | 4.55% |  | April 2016 |  | 48,337 |
(1) | The Company retired the loans with borrowings from its credit facilities unless otherwise noted.
(2) | The Company retired the loan with proceeds from a $107,000 fixed-rate non-recourse loan. See above for more information.
Schedule of principal repayments | As of September 30, 2016, the scheduled principal amortization and balloon payments on all of the Company’s consolidated mortgage and other indebtedness, excluding extensions available at the Company’s option, are as follows:
2016 (1) |  | $ | 85,143 |
2017 |  | 840,726 |
2018 |  | 708,861 |
2019 |  | 170,270 |
2020 |  | 609,740 |
Thereafter (2) |  | 1,942,580 |
|  | 4,357,320 |
Net unamortized premiums (discounts) |  | (988 | )
|  | 4,356,332 |
Unamortized deferred financing costs |  | (14,705 | )
Principal balance of loans secured by Lender Malls in foreclosure (3) |  | 189,642 |
Total mortgage and other indebtedness |  | $ | 4,531,269 |
(1) | Excludes $171,953 of maturities related to Midland Mall and Chesterfield Mall, which are in foreclosure.
(2) | Excludes $17,689 related to Wausau Center, which is in foreclosure.
(3) | Represents principal balances of three non-recourse loans secured by the malls listed above, which the Company plans to return to the respective lenders when the foreclosure process is complete.
Schedule of pay fixed/receive variable swap |
Instrument Type |  | Location in Condensed Consolidated Balance Sheet |  | Notional Amount Outstanding |  | Designated Benchmark Interest Rate |  | Strike Rate |  | Fair Value at 9/30/16 |  | Fair Value at 12/31/15 |  | Maturity Date
Pay fixed/ Receive variable Swap |  | Accounts payable and accrued liabilities |  | $48,337 (amortizing to $48,337) |  | 1-month LIBOR |  | 2.149% |  | $ | — |  |  | $ | (208 | ) |  | April 2016
Pay fixed/ Receive variable Swap |  | Accounts payable and accrued liabilities |  | $30,276 (amortizing to $30,276) |  | 1-month LIBOR |  | 2.187% |  | — |  |  | (133 | ) |  | April 2016
Pay fixed/ Receive variable Swap |  | Accounts payable and accrued liabilities |  | $11,313 (amortizing to $11,313) |  | 1-month LIBOR |  | 2.142% |  | — |  |  | (48 | ) |  | April 2016
Pay fixed/ Receive variable Swap |  | Accounts payable and accrued liabilities |  | $10,083 (amortizing to $10,083) |  | 1-month LIBOR |  | 2.236% |  | — |  |  | (45 | ) |  | April 2016
|  |  |  |  |  |  |  |  |  | $ | — |  |  | $ | (434 | ) |  |
Schedule of gain (loss) recognized in other comprehensive income (loss) |
|  | Gain Recognized in OCI/L (Effective Portion) |  | Location of Losses Reclassified from AOCI into Earnings (Effective Portion) |  | Loss Recognized in Earnings (Effective Portion) |  | Location of Gain Recognized in Earnings (Ineffective Portion) |  | Gain Recognized in Earnings (Ineffective Portion)
Hedging Instrument |  | Three Months Ended September 30, |  |  | Three Months Ended September 30, |  |  | Three Months Ended September 30,
| 2016 |  | 2015 |  |  | 2016 |  | 2015 |  |  | 2016 |  | 2015
Interest rate contracts |  | $ | — |  |  | $ | 457 |  |  | Interest Expense |  | $ | — |  |  | $ | (518 | ) |  | Interest Expense |  | $ | — |  |  | $ | — |
|  | Gain Recognized in OCI/L (Effective Portion) |  | Location of Losses Reclassified from AOCI into Earnings (Effective Portion) |  | Loss Recognized in Earnings (Effective Portion) |  | Location of Gain Recognized in Earnings (Ineffective Portion) |  | Gain Recognized in Earnings (Ineffective Portion)
Hedging Instrument |  | Nine Months Ended September 30, |  |  | Nine Months Ended September 30, |  |  | Nine Months Ended September 30,
| 2016 |  | 2015 |  |  | 2016 |  | 2015 |  |  | 2016 |  | 2015
Interest rate contracts |  | $ | 434 |  |  | $ | 1,387 |  |  | Interest Expense |  | $ | (443 | ) |  | $ | (1,687 | ) |  | Interest Expense |  | $ | — |  |  | $ | — |

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