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Unsecured and Secured Indebtedness
12 Months Ended
Dec. 31, 2015
Debt Disclosure [Abstract]  
Unsecured and Secured Indebtedness

7.

Unsecured and Secured Indebtedness

The following table discloses certain information regarding the Company’s unsecured and secured indebtedness (in millions):

 

 

 

Carrying Value at

December 31,

 

 

Interest Rate(A) at

December 31,

 

 

Maturity Date at

 

 

2015

 

 

2014

 

 

2015

 

 

2014

 

 

December 31, 2015

Unsecured indebtedness:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Senior notes(B)

 

$

3,172.2

 

 

$

2,425.2

 

 

3.375%9.625%

 

 

3.375%9.625%

 

 

March 2016

February 2026

Senior notes (discount) premium, net

 

 

(5.9

)

 

 

0.7

 

 

 

 

 

 

 

 

 

 

 

Net unamortized debt issuance costs

 

 

(17.1

)

 

 

(13.5

)

 

 

 

 

 

 

 

 

 

 

Senior convertible notes due 2040, net

 

 

 

 

 

340.0

 

 

N/A

 

 

 

1.75%

 

 

N/A

Total Senior Notes

 

$

3,149.2

 

 

$

2,752.4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2015 Unsecured Term Loan

 

$

400.0

 

 

N/A

 

 

 

1.5%

 

 

N/A

 

 

April 2017

2014 Unsecured Term Loan

 

N/A

 

 

$

350.0

 

 

N/A

 

 

 

3.1%

 

 

N/A

Net unamortized debt issuance costs

 

 

(2.1

)

 

 

(2.1

)

 

 

 

 

 

 

 

 

 

 

Total Unsecured Term Loan

 

$

397.9

 

 

$

347.9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Secured indebtedness:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Secured Term Loan

 

$

200.0

 

 

$

400.0

 

 

 

1.8%

 

 

 

1.6%

 

 

April 2017

Net unamortized debt issuance costs

 

 

(0.7

)

 

 

(1.5

)

 

 

 

 

 

 

 

 

 

 

Total Secured Term Loan

 

$

199.3

 

 

$

398.5

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage indebtedness Fixed Rate

 

$

1,109.1

 

 

$

1,590.6

 

 

 

5.0%

 

 

 

5.4%

 

 

September 2016

February 2022

Mortgage indebtedness Variable Rate

 

 

78.0

 

 

 

99.2

 

 

 

1.8%

 

 

 

1.4%

 

 

March 2016

December 2016

Net unamortized debt issuance costs

 

 

(3.9

)

 

 

(5.4

)

 

 

 

 

 

 

 

 

 

 

Total Mortgage Indebtedness

 

$

1,183.2

 

 

$

1,684.4

 

 

 

 

 

 

 

 

 

 

 

(A)

The interest rates reflected above for the senior notes represent the range of the coupon rate of the notes outstanding.  All other interest rates presented are a weighted-average of the outstanding debt. Interest rate on variable-rate debt was calculated using the base rate and spreads in effect at December 31, 2015 and 2014.

(B)

Effective interest rate ranged from 3.5% to 9.9% at December 31, 2015.

Senior Notes

In 2015, the Company issued $500.0 million aggregate principal amount of 3.625% senior unsecured notes due February 2025 and $400.0 million aggregate principal amount of 4.25% senior unsecured notes due February 2026.  

The Company’s various fixed-rate senior notes have interest coupon rates that averaged 5.2% and 5.3% at December 31, 2015 and 2014, respectively.  Senior notes with an aggregate principal amount of $82.2 million may not be redeemed by the Company prior to maturity and will not be subject to any sinking fund requirements.  The remaining senior notes may be redeemed based upon a yield maintenance calculation.  

The fixed-rate senior notes and senior convertible notes were issued pursuant to indentures that contain certain covenants, including limitation on incurrence of debt, maintenance of unencumbered real estate assets and debt service coverage.  The covenants also require that the cumulative dividends declared or paid from December 31, 1993, through the end of the current period cannot exceed Funds From Operations (as defined in the agreement) plus an additional $20.0 million for the same period unless required to maintain REIT status.  Interest is paid semiannually in arrears.  At December 31, 2015 and 2014, the Company was in compliance with all of the financial and other covenants.  

Total fees, excluding underwriting discounts, incurred by the Company for the issuance of senior notes were $2.0 million and $1.3 million in 2015 and 2013, respectively.  

Senior Convertible Notes

In November 2015, the Company elected to redeem their senior convertible notes, in their entirety, prior to maturity.  The conversion price consisted of cash equal to the principal amount of the senior convertible notes and a premium paid in the Company’s common shares (equal to 9.0311 common shares per $1,000 principal amount of the senior convertible notes).  The Company issued 3.2 million shares upon conversion of the convertible notes.  The senior convertible notes were senior unsecured obligations and ranked equally with all other senior unsecured indebtedness of the Company.  The Company’s carrying amount of its debt and equity balance at December 31, 2014, for the senior convertible notes was as follows (in thousands):

 

 

December 31, 2014

 

Carrying value of equity component

$

52,497

 

Principal amount of senior convertible notes

$

350,000

 

Remaining unamortized accretion

 

(9,954

)

Net carrying value of senior convertible notes

$

340,046

 

2015 Unsecured Term Loan

In 2015, the Company entered into a $400 million unsecured term loan with Wells Fargo Bank, National Association, as administrative agent and PNC Bank, National Association, as syndication agent (the “2015 Unsecured Term Loan”).  The 2015 Unsecured Term Loan has a maturity date of April 2017, with three one-year borrower options to extend upon the Company’s request, provided certain conditions are satisfied.  The Company may increase the amount of the facility provided that lenders agree to certain terms.  The outstanding principal amount under this credit facility may not exceed $600 million.  The 2015 Unsecured Term Loan bears interest at variable rates based on LIBOR as defined in the loan agreements plus a specified spread based on the Company’s long-term senior unsecured debt rating (1.1% at December 31, 2015).  The Company is required to comply with covenants similar to those contained in the Revolving Credit Facilities.  The Company was in compliance with these financial covenants at December 31, 2015.

2014 Unsecured Term Loan

The Company had a $350 million unsecured term loan (the “2014 Unsecured Term Loan”), which was repaid in 2015, with a syndicate of financial institutions, for which Wells Fargo Bank, National Association and PNC Bank, National Association served as the administrative agents.  The 2014 Unsecured Term Loan bore interest at variable rates.  The Company was required to comply with covenants similar to those contained in the Revolving Credit Facilities.  The Company was in compliance with these financial covenants at December 31, 2014.

Secured Term Loan

The Company maintains a collateralized term loan (the “Secured Term Loan”) with a syndicate of financial institutions, for which KeyBank National Association serves as the administrative agent.  The Secured Term Loan matures in April 2017, which may be extended for one year to April 2018 at the Company’s option.  Borrowings under the Secured Term Loan bear interest at variable rates based on LIBOR, as defined in the loan agreement, plus a specified spread (1.35% at December 31, 2015) based on the Company’s long-term senior unsecured debt rating.  The collateral for the Secured Term Loan is real estate assets, or investment interests in certain assets, that are already encumbered by first mortgage loans.  The Company is required to comply with covenants similar to those contained in the Revolving Credit Facilities.  The Company was in compliance with these financial covenants at December 31, 2015 and 2014.  

Mortgages Payable

Mortgages payable, collateralized by investments and real estate with a net book value of $1.9 billion at December 31, 2015, and related tenant leases are generally due in monthly installments of principal and/or interest.  Fixed interest rates on mortgages payable range from approximately 3.4% to 9.8%.  

 

Scheduled Principal Repayments

The scheduled principal payments of the Revolving Credit Facilities (Note 6), unsecured and secured indebtedness, excluding extension options, as of December 31, 2015, are as follows (in thousands):

Year

 

Amount

 

2016

 

$

410,199

 

2017

 

 

1,132,968

 

2018

 

 

505,499

 

2019

 

 

395,819

 

2020

 

 

649,109

 

Thereafter

 

 

2,056,918

 

 

 

 

5,150,512

 

Unamortized fair market value of assumed debt

 

 

12,860

 

Net unamortized debt issuance costs

 

 

(23,835

)

Total indebtedness

 

$

5,139,537

 

Total gross fees paid by the Company for the Revolving Credit Facilities and term loans in 2015, 2014 and 2013 aggregated $2.3 million, $1.9 million and $3.2 million, respectively.