XML 31 R16.htm IDEA: XBRL DOCUMENT v3.10.0.1
Unsecured and Secured Indebtedness
12 Months Ended
Dec. 31, 2018
Debt Disclosure [Abstract]  
Unsecured and Secured Indebtedness

9.

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

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

 

December 31, 2018

Unsecured indebtedness:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Senior notes(B)

 

$

1,660.0

 

 

$

2,832.2

 

 

3.375%4.700%

 

 

3.375%7.500%

 

 

July 2022–

June 2027

Senior notes discount, net

 

 

(4.3

)

 

 

(5.1

)

 

 

 

 

 

 

 

 

 

 

Net unamortized debt issuance costs

 

 

(9.7

)

 

 

(17.0

)

 

 

 

 

 

 

 

 

 

 

Total Senior Notes

 

$

1,646.0

 

 

$

2,810.1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unsecured Term Loan

 

$

50.0

 

 

$

400.0

 

 

3.9%

 

 

2.9%

 

 

January 2023

Net unamortized debt issuance costs

 

 

(0.3

)

 

 

(1.9

)

 

 

 

 

 

 

 

 

 

 

Total Unsecured Term Loan

 

$

49.7

 

 

$

398.1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Secured indebtedness:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage indebtedness Fixed Rate

 

$

89.0

 

 

$

643.4

 

 

5.9%

 

 

4.7%

 

 

April 2020–

January 2022

Net unamortized debt issuance costs

 

 

(0.3

)

 

 

(2.3

)

 

 

 

 

 

 

 

 

 

 

Total Mortgage Indebtedness

 

$

88.7

 

 

$

641.1

 

 

 

 

 

 

 

 

 

 

 

(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, 2018 and 2017.

(B)

Effective interest rates ranged from 3.5% to 4.8% at December 31, 2018.

Debt Repayments

In 2018, the Company repaid $1,172.2 million aggregate principal amount of senior unsecured notes with maturity dates ranging from July 2018 to February 2025.  In connection with the redemption of the senior unsecured notes, the Company paid make-whole amounts totaling $37.2 million.  These make-whole amounts are included in Other Income (Expense), net in the Company’s consolidated statements of operations.  In addition, the Company repaid $550.9 million of mortgage debt and $350.0 million of an unsecured term loan.    

Senior Notes

The Company’s various fixed-rate senior notes have interest coupon rates that averaged 4.2% per annum at December 31, 2018 and 2017. The senior notes may be redeemed based upon a yield maintenance calculation.  The fixed-rate senior 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, 2018 and 2017, the Company was in compliance with all of the financial and other covenants under the indentures.  

Total fees, excluding underwriting discounts, incurred by the Company for the issuance of senior notes were $2.0 million in 2017.  The Company did not issue any senior notes in 2018.

Unsecured Term Loan

The Company maintains an unsecured term loan with Wells Fargo Bank, National Association, as administrative agent, PNC and KeyBank National Association, as syndication agents (the “Unsecured Term Loan”).  Tranche A loans aggregating $200 million and Tranche B loans aggregating $150 million under the Unsecured Term Loan were repaid in 2018. The maturity date for the remaining $50 million of Tranche B loans under the facility is January 2023.  The Company may increase the amount of the facility provided that lenders agree to certain terms.  The Tranche B loans accrue interest at a variable rate based on LIBOR as defined in the loan agreement plus a specified spread based on the Company’s long-term senior unsecured debt rating (1.35% at December 31, 2018).  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, 2018 and 2017.

Secured Financing

In contemplation of the spin-off transaction, which occurred on July 1, 2018 (Note 1), certain wholly-owned subsidiaries of RVI entered into a loan agreement in February 2018 that provided for a secured loan facility with an initial aggregate principal amount of $1.35 billion.  This loan was assumed by RVI in connection with the consummation of the spin-off of RVI.  

Mortgages Payable

Mortgages payable, collateralized by real estate with a net book value of $143.0 million at December 31, 2018, and related tenant leases, are generally due in monthly installments of principal and/or interest.  Fixed contractual interest rates on mortgages payable range from approximately 4.7% to 6.8% per annum.  

Scheduled Principal Repayments

The scheduled principal payments of the Revolving Credit Facilities (Note 8) and unsecured and secured indebtedness, excluding extension options, as of December 31, 2018, are as follows (in thousands):

Year

 

Amount

 

2019

 

$

2,372

 

2020

 

 

41,684

 

2021

 

 

143,412

 

2022

 

 

201,366

 

2023

 

 

136,977

 

Thereafter

 

 

1,367,343

 

 

 

 

1,893,154

 

Unamortized fair market value of assumed debt

 

 

1,546

 

Net unamortized debt issuance costs

 

 

(10,295

)

Total indebtedness

 

$

1,884,405

 

Total gross fees paid by the Company for the Revolving Credit Facilities and term loans in 2018, 2017 and 2016 aggregated $2.7 million, $1.9 million and $1.8 million, respectively.