Debt | 10. DEBT The principal values, fair values, and carrying values of debt consist of the following (in thousands): As of As of June 30, 2021 December 31, 2020 Maturity Date Principal Balance Fair Value Carrying Value Principal Balance Fair Value Carrying Value Revolving Credit Facility (1) Apr. 11, 2023 $ 85,000 $ 85,000 $ 85,000 $ 380,000 $ 380,000 $ 380,000 2018 Term Loan Apr. 11, 2025 2,328,000 2,304,720 2,315,022 2,340,000 2,310,750 2,325,391 2013-2C Tower Securities (2) Apr. 11, 2023 575,000 589,065 572,680 575,000 599,662 572,063 2014-2C Tower Securities (2) Oct. 8, 2024 620,000 653,027 616,608 620,000 670,003 616,131 2017-1C Tower Securities (2) Apr. 11, 2022 — — — 760,000 774,410 757,165 2018-1C Tower Securities (2) Mar. 9, 2023 640,000 658,419 636,920 640,000 671,341 636,045 2019-1C Tower Securities (2) Jan. 12, 2025 1,165,000 1,191,061 1,156,267 1,165,000 1,218,613 1,155,106 2020-1C Tower Securities (2) Jan. 9, 2026 750,000 756,480 743,365 750,000 752,910 742,782 2020-2C Tower Securities (2) Jan. 11, 2028 600,000 611,646 594,387 600,000 597,840 594,081 2021-1C Tower Securities (2) Nov. 9, 2026 1,165,000 1,164,918 1,152,901 — — — 2016 Senior Notes Sep. 1, 2024 1,100,000 1,119,151 1,090,317 1,100,000 1,127,500 1,088,924 2017 Senior Notes Oct. 1, 2022 — — — 750,000 757,500 746,642 2020 Senior Notes Feb. 15, 2027 1,500,000 1,545,000 1,482,803 1,500,000 1,567,500 1,481,466 2021 Senior Notes Feb. 1, 2029 1,500,000 1,449,375 1,486,177 — — — Total debt $ 12,028,000 $ 12,127,862 $ 11,932,447 $ 11,180,000 $ 11,428,029 $ 11,095,796 Less: current maturities of long-term debt ( 24,000 ) ( 24,000 ) Total long-term debt, net of current maturities $ 11,908,447 $ 11,071,796 (1) On July 7, 2021, the Company amended its Revolving Credit Facility to extend the maturity date to July 7, 2026 as well as amend certain other terms and conditions under the Senior Credit Agreement. For further discussion of the amendments, refer to “Revolving Credit Facility under the Senior Credit Agreement” below. (2) The maturity date represents the anticipated repayment date for each issuance. The table below reflects cash and non-cash interest expense amounts recognized by debt instrument for the periods presented: Interest For the three months ended June 30, For the six months ended June 30, Rates as of 2021 2020 2021 2020 June 30, Cash Non-cash Cash Non-cash Cash Non-cash Cash Non-cash 2021 Interest Interest Interest Interest Interest Interest Interest Interest (in thousands) Revolving Credit Facility 1.600 % $ 1,573 $ — $ 1,661 $ — $ 3,721 $ — $ 4,375 $ — 2018 Term Loan (1) 1.872 % 11,067 11,438 20,950 2,030 22,064 22,872 43,152 4,052 2013-2C Tower Securities 3.722 % 5,396 — 5,396 — 10,792 — 10,792 — 2014-2C Tower Securities 3.869 % 6,046 — 6,046 — 12,092 — 12,092 — 2015-1C Tower Securities 3.156 % — — 3,985 — — — 7,969 — 2016-1C Tower Securities 2.877 % — — 5,090 — — — 10,181 — 2017-1C Tower Securities 3.168 % 3,115 — 6,088 — 9,201 — 12,173 — 2018-1C Tower Securities 3.448 % 5,570 — 5,570 — 11,141 — 11,141 — 2019-1C Tower Securities 2.836 % 8,357 — 8,357 — 16,714 — 16,714 — 2020-1C Tower Securities 1.884 % 3,598 — — — 7,195 — — — 2020-2C Tower Securities 2.328 % 3,540 — — — 7,079 — — — 2021-1C Tower Securities 1.631 % 2,550 — — — 2,550 — — — 2014 Senior Notes 4.875 % — — — 275 — — 3,352 112 2016 Senior Notes 4.875 % 13,406 289 13,406 32 26,813 575 26,813 547 2017 Senior Notes 4.000 % — — 7,500 — 2,333 — 15,000 — 2020 Senior Notes 3.875 % 14,531 85 11,571 — 29,063 168 17,707 32 2021 Senior Notes 3.125 % 11,719 — — — 19,792 — — — Other 76 — 67 — 89 — 77 — Total $ 90,544 $ 11,812 $ 95,687 $ 2,337 $ 180,639 $ 23,615 $ 191,538 $ 4,743 (1) The 2018 Term Loan has a blended rate of 1.872 %, which includes the impact of the interest rate swap entered into on August 4, 2020, which swapped $ 1.95 billion of notional value accruing interest at one month LIBOR plus 175 basis points for a fixed rate of 1.874 % per annum through the maturity date of the 2018 Term Loan. Excluding the impact of the interest rate swap, the 2018 Term Loan was accruing interest at 1.860 % as of June 30, 2021. Refer to Note 17 for more information on the Company’s interest rate swap. Revolving Credit Facility under the Senior Credit Agreement On July 7, 2021, the Company, through its wholly owned subsidiary, SBA Senior Finance II LLC, amended its Revolving Credit Facility to (1) increase the total commitments under the Facility from $ 1.25 billion to $ 1.5 billion, (2) extend the maturity date of the Facility to July 7, 2026 , (3) lower the applicable interest rate margins and commitment fees under the Facility, (4) provide mechanics relating to a transition away from LIBOR as a benchmark interest rate and the replacement of LIBOR by an alternative benchmark rate , (5) incorporate sustainability-linked targets which will adjust the Facility’s applicable interest and commitment fee rates upward or downward based on how the Company performs against those targets, and (6) amend certain other terms and conditions under the Senior Credit Agreement. As amended, the Revolving Credit Facility consists of a revolving loan under which up to $ 1.5 billion aggregate principal amount may be borrowed, repaid and redrawn, based upon specific financial ratios and subject to the satisfaction of other customary conditions to borrowing. Amounts borrowed under the Revolving Credit Facility accrue interest, at SBA Senior Finance II’s election, at either (1) the Eurodollar Rate plus a margin that ranges from 112.5 basis points to 150.0 basis points or (2) the Base Rate plus a margin that ranges from 12.5 basis points to 50.0 basis points, in each case based on the ratio of Consolidated Net Debt to Annualized Borrower EBITDA, calculated in accordance with the Senior Credit Agreement. In addition, SBA Senior Finance II is required to pay a commitment fee of between 0.15 % and 0.25 % per annum on the amount of unused commitment. During the three months ended June 30, 2021, the Company borrowed $ 100.0 million and repaid $ 605.0 million of the outstanding balance under the Revolving Credit Facility. During the six months ended June 30, 2021, the Company borrowed $ 810.0 million and repaid $ 1.1 billion of the outstanding balance under the Revolving Credit Facility. As of June 30, 2021, the balance outstanding under the Revolving Credit Facility was $ 85.0 million accruing interest at 1.600 % per annum. In addition, SBA Senior Finance II LLC, the Company’s wholly owned subsidiary (“SBA Senior Finance II”) was required to pay a commitment fee of 0.20 % per annum on the amount of the unused commitment. As of June 30, 2021, SBA Senior Finance II was in compliance with the financial covenants contained in the Senior Credit Agreement. Subsequent to June 30, 2021, the Company repaid $ 85.0 million of the outstanding balance under the Revolving Credit Facility. As of the date of this filing, no amount was outstanding under the Revolving Credit Facility. Term Loan under the Senior Credit Agreement During the three and six months ended June 30, 2021, the Company repaid an aggregate of $ 6.0 million and $ 12.0 million, respectively, of principal on the 2018 Term Loan. As of June 30, 2021, the 2018 Term Loan had a principal balance of $ 2.3 billion. Secured Tower Revenue Securities 2021 -1C Tower Securities On May 14, 2021 , the Company , through a New York common law trust (the “Trust”), issued $ 1.165 billion of Secured Tower Revenue Securities Series 2021-1C which have an anticipated repayment date of November 9, 2026 and a final maturity date of May 9, 2051 (the “2021-1C Tower Securities ”). The fixed interest rate on the 2021-1C Tower Securities is 1.631 % per annum, payable monthly. Net proceeds from this offering were used to repay the entire aggregate principal amount of the 2017-1C Tower Securities ($ 760.0 million) and the Secured Tower Revenue Securities, Series 2017-1R ($ 40.0 million) and for general corporate purposes. The Company has incurred deferred financing fees of $ 12.4 million in relation to this transaction, which are being amortized through the anticipated repayment date of the 2021-1C Tower Securities. In addition, to satisfy certain risk retention requirements of Regulation RR promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), SBA Guarantor, LLC, a wholly owned subsidiary, purchased $ 61.4 million of Secured Tower Revenue Securities Series 2021-1R issued by the Trust. These securities have an anticipated repayment date of November 9, 2026 and a final maturity date of May 9, 2051 (the “2021-1R Tower Securities”). The fixed interest rate on the 2021-1R Tower Securities is 3.625 % per annum, payable monthly. Principal and interest payments made on the 2021-1R Tower Securities eliminate in consolidation. As of June 30, 2021, the entities that are borrowers on the mortgage loan (the “Borrowers”) met the debt service coverage ratio required by the mortgage loan agreement and were in compliance with all other covenants as set forth in the agreement. The sole asset of the Trust consists of a non-recourse mortgage loan made in favor of the Borrowers. Senior Notes 2021 Senior Notes On January 29, 2021, the Company issued $ 1.5 billion of unsecured senior notes due February 1, 2029 at par value (the “2021 Senior Notes”). The 2021 Senior Notes accrue interest at a rate of 3.125 % per annum. Interest on the 2021 Senior Notes is due semi-annually on February 1 and August 1 of each year, beginning on August 1, 2021. The Company incurred financing fees of $ 14.5 million to date in relation to this transaction, which are being amortized through the maturity date. Net proceeds from this offering were used to redeem all of the outstanding principal amount of the 2017 Senior Notes, repay the amounts outstanding under the Revolving Credit Facility, and for general corporate purposes. The 2021 Senior Notes are subject to redemption in whole or in part on or after February 1, 2024 at the redemption prices set forth in the indenture agreement plus accrued and unpaid interest. Prior to February 1, 2024, the Company may, at its option, redeem up to 35 % of the aggregate principal amount of the 2021 Senior Notes originally issued at a redemption price of 103.125 % of the principal amount of the 2021 Senior Notes to be redeemed on the redemption date plus accrued and unpaid interest with the net proceeds of certain equity offerings. The Company may redeem the 2021 Senior Notes during the twelve-month period beginning on the following dates at the following redemption prices: February 1, 2024 at 101.563 %, February 1, 2025 at 100.781 %, or February 1, 2026 until maturity at 100.000 %, of the principal amount of the 2021 Senior Notes to be redeemed on the redemption date plus accrued and unpaid interest. 2017 Senior Notes On February 11, 2021, the Company redeemed the entire $ 750.0 million balance of the 2017 Senior Notes with proceeds from the 2021 Senior Notes. In addition, the Company paid a $ 7.5 million call premium and expensed $ 4.2 million for the write-off of financing fees related to the redemption of the 2017 Senior Notes, which are reflected in loss from extinguishment of debt on the Consolidated Statement of Operations. |