Debt | 11. DEBT The principal values, fair values, and carrying values of debt consist of the following (in thousands): As of As of December 31, 2022 December 31, 2021 Maturity Date Principal Balance Fair Value Carrying Value Principal Balance Fair Value Carrying Value Revolving Credit Facility Jul. 7, 2026 $ 720,000 $ 720,000 $ 720,000 $ 350,000 $ 350,000 $ 350,000 2018 Term Loan Apr. 11, 2025 2,292,000 2,280,540 2,284,007 2,316,000 2,289,945 2,304,697 2014-2C Tower Securities (1) Oct. 8, 2024 620,000 598,480 618,099 620,000 641,793 617,095 2018-1C Tower Securities (1) Mar. 9, 2023 — — — 640,000 650,163 637,812 2019-1C Tower Securities (1) Jan. 12, 2025 1,165,000 1,095,776 1,159,860 1,165,000 1,174,728 1,157,446 2020-1C Tower Securities (1) Jan. 9, 2026 750,000 665,633 745,480 750,000 746,498 744,052 2020-2C Tower Securities (1) Jan. 11, 2028 600,000 506,574 595,586 600,000 605,268 594,774 2021-1C Tower Securities (1) Nov. 9, 2026 1,165,000 991,705 1,155,724 1,165,000 1,144,846 1,153,700 2021-2C Tower Securities (1) Apr. 9, 2027 895,000 756,302 887,443 895,000 883,213 886,116 2021-3C Tower Securities (1) Oct. 9, 2031 895,000 686,134 886,495 895,000 902,446 885,976 2022-1C Tower Securities (1) Jan. 11, 2028 850,000 855,899 840,053 — — — 2020 Senior Notes Feb. 15, 2027 1,500,000 1,375,815 1,487,013 1,500,000 1,550,790 1,484,178 2021 Senior Notes Feb. 1, 2029 1,500,000 1,286,250 1,488,402 1,500,000 1,446,975 1,486,848 Total debt $ 12,952,000 $ 11,819,108 $ 12,868,162 $ 12,396,000 $ 12,386,665 $ 12,302,694 Less: current maturities of long-term debt ( 24,000 ) ( 24,000 ) Total long-term debt, net of current maturities $ 12,844,162 $ 12,278,694 (1) The maturity date represents the anticipated repayment date for each issuance. The Company’s future principal payment obligations over the next five years (based on the outstanding debt as of December 31, 2022 and assuming the Tower Securities are repaid at their respective anticipated repayment dates) are as follows: For the year ended December 31, (in thousands) 2023 $ 24,000 2024 644,000 2025 3,409,000 2026 2,635,000 2027 2,395,000 The table below reflects cash and non-cash interest expense amounts recognized by debt instrument for the periods presented: For the year ended December 31, Interest 2022 2021 2020 Rates as of Cash Non-cash Cash Non-cash Cash Non-cash December 31, 2022 Interest Interest Interest Interest Interest Interest (in thousands) Revolving Credit Facility 5.610 % $ 21,862 $ — $ 6,414 $ — $ 6,070 $ — 2018 Term Loan (1) 2.510 % 50,052 45,756 44,342 45,756 68,963 23,452 2013-2C Tower Securities — — — 17,027 — 21,584 — 2014-2C Tower Securities 3.869 % 24,185 — 24,185 — 24,185 — 2015-1C Tower Securities — — — — — 8,589 — 2016-1C Tower Securities — — — — — 10,972 — 2017-1C Tower Securities — — — 9,201 — 24,354 — 2018-1C Tower Securities 3.448 % 21,291 — 22,281 — 22,281 — 2019-1C Tower Securities 2.836 % 33,428 — 33,428 — 33,428 — 2020-1C Tower Securities 1.884 % 14,391 — 14,391 — 6,675 — 2020-2C Tower Securities 2.328 % 14,159 — 14,159 — 6,568 — 2021-1C Tower Securities 1.631 % 19,419 — 12,255 — — — 2021-2C Tower Securities 1.840 % 16,782 — 2,982 — — — 2021-3C Tower Securities 2.593 % 23,492 — 4,176 — — — 2022-1C Tower Securities 6.599 % 5,961 — — — — — 2014 Senior Notes — — — — — 3,352 112 2016 Senior Notes — — — 44,092 990 53,625 1,109 2017 Senior Notes — — — 2,333 — 30,000 — 2020 Senior Notes 3.875 % 58,125 353 58,125 339 46,769 197 2021 Senior Notes 3.125 % 46,875 — 43,229 — — — Other 3,762 — 299 — 459 — Total $ 353,784 $ 46,109 $ 352,919 $ 47,085 $ 367,874 $ 24,870 (1) The 2018 Term Loan has a blended rate of 2.510 % 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 6.140 % as of December 31, 2022. Refer to Note 21 for more information on the Company’s interest rate swap. Terms of 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 we perform against those targets, and (6) amend certain other terms and conditions under the Senior Credit Agreement. The Senior Credit Agreement, as amended, requires SBA Senior Finance II to maintain specific financial ratios, including (1) a ratio of Consolidated Net Debt to Annualized Borrower EBITDA not to exceed 6.5 times for any fiscal quarter, (2) a ratio of Consolidated Net Debt (calculated in accordance with the Senior Credit Agreement) to Annualized Borrower EBITDA for the most recently ended fiscal quarter not to exceed 6.5 times for 30 consecutive days and (3) a ratio of Annualized Borrower EBITDA to Annualized Cash Interest Expense (calculated in accordance with the Senior Credit Agreement) of not less than 2.0 times for any fiscal quarter. The Senior Credit Agreement contains customary affirmative and negative covenants that, among other things, limit the ability of SBA Senior Finance II and its subsidiaries to incur indebtedness, grant certain liens, make certain investments, enter into sale leaseback transactions, merge or consolidate, make certain restricted payments, enter into transactions with affiliates, and engage in certain asset dispositions, including a sale of all or substantially all of their property. The Senior Credit Agreement is also subject to customary events of default. Pursuant to the Second Amended and Restated Guarantee and Collateral Agreement, amounts borrowed under the Revolving Credit Facility, the Term Loans and certain hedging transactions that may be entered into by SBA Senior Finance II or the Subsidiary Guarantors (as defined in the Senior Credit Agreement) with lenders or their affiliates are secured by a first lien on the membership interests of SBA Telecommunications, LLC, SBA Senior Finance, LLC and SBA Senior Finance II and on substantially all of the assets (other than leasehold, easement and fee interests in real property) of SBA Senior Finance II and the Subsidiary Guarantors. The Senior Credit Agreement, as amended, permits SBA Senior Finance II, without the consent of the other lenders, to request that one or more lenders provide SBA Senior Finance II with increases in the Revolving Credit Facility or additional term loans provided that after giving effect to the proposed increase in Revolving Credit Facility commitments or incremental term loans the ratio of Consolidated Net Debt to Annualized Borrower EBITDA would not exceed 6.5 times. SBA Senior Finance II’s ability to request such increases in the Revolving Credit Facility or additional term loans is subject to its compliance with customary conditions set forth in the Senior Credit Agreement including compliance, on a pro forma basis, with the financial covenants and ratios set forth therein and, with respect to any additional term loan, an increase in the margin on existing term loans to the extent required by the terms of the Senior Credit Agreement. Upon SBA Senior Finance II’s request, each lender may decide, in its sole discretion, whether to increase all or a portion of its Revolving Credit Facility commitment or whether to provide SBA Senior Finance II with additional term loans and, if so, upon what terms. Revolving Credit Facility under the Senior Credit Agreement 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. Borrowings under the Revolving Credit Facility may be used for general corporate purposes. SBA Senior Finance II may, from time to time, borrow from and repay the Revolving Credit Facility. Consequently, the amount outstanding under the Revolving Credit Facility at the end of the period may not be reflective of the total amounts outstanding during such period. The key terms of the Revolving Credit Facility are as follows: Unused Financial Covenant Interest Rate Commitment Compliance as of Fee as of Status as of December 31, 2022 (1) December 31, 2022 (2) December 31, 2022 Revolving Credit Facility 5.610 % 0.140 % In Compliance (1) (1) The rate reflected includes a 0.050 % reduction in the applicable spread as a result of meeting certain sustainability-linked targets as of December 31, 2021. (2) The rate reflected includes a 0.010 % reduction in the applicable commitment fee as a result of meeting certain sustainability-linked targets as of December 31, 2021. The table below summarizes the Revolving Credit Facility’s activity during the years ended December 31, 2022 and 2021 (in thousands): For the year ended December 31, 2022 2021 Beginning outstanding balance $ 350,000 $ 380,000 Borrowings 975,000 1,935,000 Repayments ( 605,000 ) ( 1,965,000 ) Ending outstanding balance $ 720,000 $ 350,000 Subsequent to December 31, 2022, the Company borrowed an additional $ 15.0 million and repaid $ 165.0 million under the Revolving Credit Facility, and as of the date of this filing, $ 570.0 million was outstanding. Term Loan under the Senior Credit Agreement 2018 Term Loan On April 11, 2018, the Company, through its wholly owned subsidiary, SBA Senior Finance II LLC, obtained a term loan (the “2018 Term Loan”) under the amended and restated Senior Credit Agreement. The 2018 Term Loan consists of a senior secured term loan with an initial aggregate principal amount of $ 2.4 billion that matures on April 11, 2025 . The 2018 Term Loan accrues interest, at SBA Senior Finance II’s election at either the Base Rate plus 75 basis points (with a zero Base Rate floor) or the Eurodollar Rate plus 175 basis points (with a zero Eurodollar Rate floor). The 2018 Term Loan was issued at 99.75 % of par value. As of December 31, 2022, the 2018 Term Loan was accruing interest at 6.140 % per annum. Principal payments on the 2018 Term Loan are made in quarterly installments on the last day of each March, June, September, and December in an amount equal to $ 6.0 million. The Company incurred financing fees of approximately $ 16.8 million in relation to this transaction, which are being amortized through the maturity date. During the year ended December 31, 2022, the Company repaid an aggregate of $ 24.0 million of principal on the 2018 Term Loan. As of December 31, 2022, the 2018 Term Loan had a principal balance of $ 2.3 billion. On August 4, 2020, the Company, through its wholly owned subsidiary, SBA Senior Finance II, entered into an interest rate swap for $ 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. The IBA ceased the publication of USD LIBOR for the 1 week and 2 month tenors on December 31, 2021 and intends to cease all other tenors on June 30, 2023. Since LIBOR will be ceasing, the Company will need to amend its credit facilities to transition the 2018 Term Loan and the interest rate swap to an alternative benchmark rate before June 30, 2023. Secured Tower Revenue Securities Tower Revenue Securities Terms As of December 31, 2022, the Company, through a New York common law trust (the “Trust”), had issued and outstanding an aggregate of $ 6.9 billion of Secured Tower Revenue Securities (“Tower Securities”). The sole asset of the Trust consists of a non-recourse mortgage loan made in favor of certain of the Company’s subsidiaries that are borrowers on the mortgage loan (the “Borrowers”) under which there is a loan tranche for each Tower Security outstanding with the same interest rate and maturity date as the corresponding Tower Security. The mortgage loan will be paid from the operating cash flows from the aggregate 9,896 tower sites owned by the Borrowers as of December 31, 2022. The mortgage loan is secured by (1) mortgages, deeds of trust, and deeds to secure debt on a substantial portion of the tower sites, (2) a security interest in the tower sites and substantially all of the Borrowers’ personal property and fixtures, (3) the Borrowers’ rights under certain tenant leases, and (4) all of the proceeds of the foregoing. For each calendar month, SBA Network Management, Inc., an indirect subsidiary (“Network Management”), is entitled to receive a management fee equal to 4.5 % of the Borrowers’ operating revenues for the immediately preceding calendar month. The Borrowers may prepay any of the mortgage loan components, in whole or in part, with no prepayment consideration, (1) within twelve months (in the case of the component corresponding to the 2019-1C Tower Securities, 2020-1C Tower Securities, 2021-1C Tower Securities, 2021-2C Tower Securities, and 2022-1C Tower Securities Series ) or eighteen months (in the case of the components corresponding to the 2014-2C Tower Securities, 2020-2C Tower Securities , and 2021-3C Tower Securities ) of the anticipated repayment date of such mortgage loan component, (2) with proceeds received as a result of any condemnation or casualty of any tower owned by the Borrowers or (3) during an amortization period. In all other circumstances, the Borrowers may prepay the mortgage loan, in whole or in part, upon payment of the applicable prepayment consideration. The prepayment consideration is determined based on the class of the Tower Securities to which the prepaid mortgage loan component corresponds and consists of an amount equal to the net present value associated with the portion of the principal balance being prepaid and calculated in accordance with the formula set forth in the mortgage loan agreement. To the extent that the mortgage loan components corresponding to the Tower Securities are not fully repaid by their respective anticipated repayment dates, the interest rate of each such component will increase by the greater of (1) 5 % and (2) the amount, if any, by which the sum of (x) the 10 year U.S. treasury rate plus (y) the credit-based spread for such component (as set forth in the mortgage loan agreement) plus (z) 5 %, exceeds the original interest rate for such component. Pursuant to the terms of the Tower Securities, all rents and other sums due on any of the towers owned by the Borrowers are directly deposited by the lessees into a controlled deposit account and are held by the indenture trustee. The monies held by the indenture trustee after the release date are classified as short-term restricted cash on the Consolidated Balance Sheets (see Note 4). However, if the Debt Service Coverage Ratio, defined as the net cash flow (as defined in the mortgage loan agreement) divided by the amount of interest on the mortgage loan, servicing fees and trustee fees that the Borrowers are required to pay over the succeeding twelve months, as of the end of any calendar quarter, falls to 1.30 x or lower, then all cash flow in excess of amounts required to make debt service payments, to fund required reserves, to pay management fees and budgeted operating expenses and to make other payments required under the loan documents, referred to as “excess cash flow,” will be deposited into a reserve account instead of being released to the Borrowers. The funds in the reserve account will not be released to the Borrowers unless the Debt Service Coverage Ratio exceeds 1.30 x for two consecutive calendar quarters. If the Debt Service Coverage Ratio falls below 1.15 x as of the end of any calendar quarter, then an “amortization period” will commence and all funds on deposit in the reserve account will be applied to prepay the mortgage loan until such time that the Debt Service Coverage Ratio exceeds 1.15 x for a calendar quarter. In addition, if any of the Tower Securities are not fully repaid by their respective anticipated repayment dates, the cash flow from the towers owned by the Borrowers will be trapped by the trustee for the Tower Securities and applied first to repay the interest, at the original interest rates, on the mortgage loan components underlying the Tower Securities, second to fund all reserve accounts and operating expenses associated with those towers, third to pay the management fees due to Network Management, fourth to repay principal of the Tower Securities and fifth to repay the additional interest discussed above. Furthermore, the advance rents reserve requirement states that the Borrowers are required to maintain an advance rents reserve at any time the monthly tenant Debt Service Coverage Ratio is equal to or less than 2 :1 and for two calendar months after such coverage ratio again exceeds 2 :1. The mortgage loan agreement, as amended, also includes covenants customary for mortgage loans subject to rated securitizations. Among other things, the Borrowers are prohibited from incurring other indebtedness for borrowed money or further encumbering their assets. The table below sets forth the material terms of the Company’s outstanding Tower Securities as of December 31, 2022: Security (1) Issue Date Amount Outstanding (in millions) Interest Rate (2) Anticipated Repayment Date Final Maturity Date 2014-2C Tower Securities Oct. 15, 2014 $ 620.0 3.869 % Oct. 8, 2024 Oct. 8, 2049 2019-1C Tower Securities Sep. 13, 2019 $ 1,165.0 2.836 % Jan. 12, 2025 Jan. 12, 2050 2020-1C Tower Securities Jul. 14, 2020 $ 750.0 1.884 % Jan. 9, 2026 Jul. 11, 2050 2020-2C Tower Securities Jul. 14, 2020 $ 600.0 2.328 % Jan. 11, 2028 Jul. 9, 2052 2021-1C Tower Securities May 14, 2021 $ 1,165.0 1.631 % Nov. 9, 2026 May 9, 2051 2021-2C Tower Securities Oct. 27, 2021 $ 895.0 1.840 % Apr. 9, 2027 Oct. 10, 2051 2021-3C Tower Securities Oct. 27, 2021 $ 895.0 2.593 % Oct. 9, 2031 Oct. 10, 2056 2022-1C Tower Securities (3) Nov. 23, 2022 $ 850.0 6.599 % Jan. 11, 2028 Nov. 9, 2052 (1) The Company incurred $ 9.0 million, $ 12.8 million, $ 8.0 million, $ 6.4 million, $ 12.9 million, $ 9.5 million, $ 9.5 million, and $ 10.1 million in financing fees relating to the issuances of the 2014-2C Tower Securities, 2019-1C Tower Securities, 2020-1C Tower Securities, 2020-2C Tower Securities, 2021-1C Tower Securities, 2021-2C Tower Securities, 2021-3C Tower Securities, and 2022-1C Tower Securities, respectively. The financing fees are being amortized through the anticipated repayment date of the related Tower Security. (2) Interest payable monthly. (3) Net proceeds from this offering were used to repay the entire aggregate principal amount of the 2018-1C Tower Securities ($ 640.0 million) and the 2018-1R Tower Securities ($ 33.7 million), repay amounts outstanding under the Revolving Credit Facility, and for general corporate purposes. In connection with the issuance of the 2022-1C Tower Securities, SBA Properties, LLC, SBA Sites, LLC, SBA Structures, LLC, SBA Infrastructure, LLC, SBA Monarch Towers III, LLC, SBA 2012 TC Assets PR, LLC, SBA 2012 TC Assets, LLC, SBA Towers IV, LLC, SBA Monarch Towers I, LLC, SBA Towers USVI, Inc., SBA Towers VII, LLC, SBA GC Towers, LLC, SBA Towers V, LLC, and SBA Towers VI, LLC (collectively, the “Borrowers”), each an indirect subsidiary of SBAC, and Midland Loan Services, a division of PNC Bank, National Association, as servicer, on behalf of the Trustee entered into the Second Loan and Security Agreement Supplement and Amendment pursuant to which, among other things, (1) the outstanding principal amount of the mortgage loan was increased by $ 850 m illion (but increased by a net of $ 210 million after giving effect to repayment of the loan components relating to the 2018-1C Tower Securities) and (2) the Borrowers became jointly and severally liable for the aggregate $ 6.9 billion borrowed under the mortgage loan corresponding to the 2014-2C Tower Securities, 2019-1C Tower Securities, the 2020-1C Tower Securities, 2020-2C Tower Securities, 2021-1C Tower Securities, 2021-2C Tower Securities, 2021-3C Tower Securities, and 2022-1C Tower Securities. The new loan, after eliminating the risk retention securities, accrues interest at the same rate as the 2022-1C Tower Securities and are subject to all other material terms of the existing mortgage loan, including collateral and interest rate after the anticipated repayment date. The table below sets forth the material terms of the Company’s Tower Securities that have been repaid as of December 31, 2022: Security (1) Issue Date Amount Outstanding (in millions) Interest Rate (2) Anticipated Repayment Date Actual Repayment Date 2013-2C Tower Securities Apr. 18, 2013 $ 575.0 3.722 % Apr. 11, 2023 Oct. 14, 2021 2015-1C Tower Securities Oct. 14, 2015 $ 500.0 3.156 % Oct. 8, 2020 Jul. 14, 2020 2016-1C Tower Securities Jul. 7, 2016 $ 700.0 2.877 % Jul. 9, 2021 Jul. 14, 2020 2017-1C Tower Securities Apr. 17, 2017 $ 760.0 3.168 % Apr. 11, 2022 May 14, 2021 2018-1C Tower Securities Mar. 9, 2018 $ 640.0 3.448 % Mar. 9, 2023 Dec. 15, 2022 (1) The Company incurred $ 11.0 million, $ 11.5 million, $ 9.5 million, $ 10.2 million, $ 8.6 million in financing fees relating to the issuances of the 2013-2C Tower Securities, 2015-1C Tower Securities, 2016-1C Tower Securities, 2017-1C Tower Securities, and 2018-1C Tower Securities, respectively, which were being amortized through the anticipated repayment date of the related Tower Security. In addition, the Company incurred $ 2.0 million, $ 0.6 million, $ 2.0 million, $ 2.0 million, $ 0.4 million of deferred financing fees and accrued interest related to the repayment of the 2013-2C Tower Securities, 2015-1C Tower Securities, 2016-1C Tower Securities, 2017-1C Tower Securities, and 2018-1C Tower Securities, respectively, which are reflected in loss from extinguishment of debt on the Consolidated Statement of Operations. (2) Interest was payable monthly. Risk Retention Tower Securities The table below sets forth the material terms of the Company’s outstanding Risk Retention Tower Securities as of December 31, 2022: Security Issue Date Amount Outstanding (in millions) Interest Rate (1) Anticipated Repayment Date Final Maturity Date 2019-1R Tower Securities Sep. 13, 2019 $ 61.4 4.213 % Jan. 12, 2025 Jan. 12, 2050 2020-2R Tower Securities Jul. 14, 2020 $ 71.1 4.336 % Jan. 11, 2028 Jul. 9, 2052 2021-1R Tower Securities May 14, 2021 $ 61.4 3.598 % Nov. 9, 2026 May 9, 2051 2021-3R Tower Securities Oct. 27, 2021 $ 94.3 4.090 % Oct. 9, 2031 Oct. 10, 2056 2022-1R Tower Securities Nov. 23, 2022 $ 44.8 7.870 % Jan. 11, 2028 Nov. 9, 2052 (1) Interest payable monthly. To satisfy certain risk retention requirements of Regulation RR promulgated under the Exchange Act, SBA Guarantor, LLC, a wholly owned subsidiary, purchased the Risk Retention Tower Securities. Principal and interest payments made on the 2019-1R Tower Securities, 2020-2R Tower Securities, 2021-1R Tower Securities, 2021-3R Tower Securities, and 2022-1R Tower Securities eliminate in consolidation. The table below sets forth the material terms of the Company’s Risk Retention Tower Securities that have been repaid as of December 31, 2022: Security Issue Date Amount Outstanding (in millions) Interest Rate (1) Anticipated Repayment Date Final Maturity Date 2017-1R Tower Securities Apr. 17, 2017 $ 40.0 4.459 % Apr. 11, 2022 May 14, 2021 2018-2R Tower Securities Mar. 9, 2018 $ 33.7 4.949 % Mar. 9, 2023 Dec. 15, 2022 (1) Interest was payable monthly. To satisfy certain risk retention requirements of Regulation RR promulgated under the Exchange Act, SBA Guarantor, LLC, a wholly owned subsidiary, purchased the Risk Retention Tower Securities. Principal and interest payments made on the 2017-1R Tower Securities and 2018-1R Tower Securities eliminated in consolidation. Debt Covenants As of December 31, 2022, 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. Senior Notes Indentures Governing Senior Notes The Indentures governing the Senior Notes contain customary covenants, subject to a number of exceptions and qualifications, including restrictions on the ability of SBAC and Telecommunications to (1) incur additional indebtedness unless the Consolidated Indebtedness to Annualized Consolidated Adjusted EBITDA Ratio (as defined in the Indenture), pro forma for the additional indebtedness does not exceed, with respect to any fiscal quarter, 9.5 x for SBAC, (2) merge, consolidate, or sell assets, (3) make restricted payments, including dividends or other distributions, (4) enter into transactions with affiliates, and (5) enter into sale and leaseback transactions and restrictions on the ability of the Restricted Subsidiaries of SBAC (as defined in the Indentures) to incur liens securing indebtedness. The table below sets forth the material terms of the Company’s outstanding senior notes as of December 31, 2022 : Senior Notes (1) Issue Date Amount Outstanding (in millions) Interest Rate Coupon Maturity Date Interest Due Dates Optional Redemption Date 2020 Senior Notes Feb. 4, 2020 $ 1,500.0 3.875 % Feb. 15, 2027 Feb. 15 & Aug. 15 Feb. 15, 2023 2021 Senior Notes Jan. 29, 2021 $ 1,500.0 3.125 % Feb. 1, 2029 Feb. 1 & Aug. 1 Feb. 1, 2024 (1) The Company incurred $ 18.0 million and $ 14.8 million in financing fees in relation to the issuance of the 2020 Senior Notes and 2021 Senior Notes, respectively. The financing fees are being amortized through the maturity date of the related senior note. Each of the senior notes is subject to redemption, at the Company’s option, in whole or in part on or after the date set forth above. During the subsequent three twelve-month periods, the senior notes are redeemable, at the Company’s option, at reducing redemption prices based on the applicable interest rate coupon (as set forth in the indenture) plus accrued and unpaid interest. Subsequent to such date, the senior notes become redeemable until maturity at 100% of the principal plus accrued and unpaid interest. In addition, prior to February 1, 2024 (in the case of the 2021 Senior Notes), the Company may, at its option, use the net proceeds of certain equity offerings to redeem up to 35 % of the aggregate principal amount of the notes originally issued at a redemption price of 103.125 % (in the case of the 2021 Senior Notes) plus accrued and unpaid interest. The Company may redeem the 2020 Senior Notes during the twelve-month period beginning on the following dates at the following redemption prices: February 15, 2023 at 101.938 %, February 15, 2024 at 100.969 %, or February 15, 2025 until maturity at 100.000 %, of the principal amount of the 2020 Senior Notes to be redeemed on the redemption date plus accrued and unpaid interest. 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. The table below sets forth the material terms of the Company’s Senior Notes that have been redeemed as of December 31, 2022: Senior Notes Issue Date Amount Outstanding (in millions) Interest Rate Coupon Financing fees at issuance (1) (in millions) Maturity Date Redemption Date 2014 Senior Notes Jul. 1, 2014 $ 750.0 4.875 % $ 11.6 Jul. 15, 2022 Feb. 20, 2020 2016 Senior Notes Aug. 15, 2016 $ 1,100.0 4.875 % $ 12.8 Sep. 1, 2024 Nov. 8, 2021 2017 Senior Notes Oct. 13, 2017 $ 750.0 4.000 % $ 8.9 Oct. 1, 2022 Feb. 11, 2021 (1) Financing fees were being amortized through the maturity date. In connection with the redemption of the 2014 Senior Notes, the Company paid a $ 9.1 million call premium and expensed $ 7.7 million for the write-off of the original issue discount and financing fees. In connection with the redemption of the 2016 Senior Notes, the Company paid a $ 13.4 million call premium and expensed $ 10.3 million for the write-off of the original issue discount and financing fees. In connection with the redemption of the 2017 Senior Notes, the Company paid a $ 7.5 million call premium and expensed $ 4.2 million for the write-off of financing fees. These expenses are reflected in loss from extinguishment of debt on the Consolidated Statement of Operations. |