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, 2023 December 31, 2022 Maturity Date Principal Balance Fair Value Carrying Value Principal Balance Fair Value Carrying Value Revolving Credit Facility Jul. 7, 2026 $ 450,000 $ 450,000 $ 450,000 $ 720,000 $ 720,000 $ 720,000 2018 Term Loan Apr. 11, 2025 2,280,000 2,271,450 2,273,637 2,292,000 2,280,540 2,284,007 2014-2C Tower Securities (1) Oct. 8, 2024 620,000 603,744 618,617 620,000 598,480 618,099 2019-1C Tower Securities (1) Jan. 12, 2025 1,165,000 1,110,688 1,161,094 1,165,000 1,095,776 1,159,860 2020-1C Tower Securities (1) Jan. 9, 2026 750,000 677,130 746,204 750,000 665,633 745,480 2020-2C Tower Securities (1) Jan. 11, 2028 600,000 515,268 596,000 600,000 506,574 595,586 2021-1C Tower Securities (1) Nov. 9, 2026 1,165,000 1,009,168 1,156,886 1,165,000 991,705 1,155,724 2021-2C Tower Securities (1) Apr. 9, 2027 895,000 768,366 888,293 895,000 756,302 887,443 2021-3C Tower Securities (1) Oct. 9, 2031 895,000 699,783 886,927 895,000 686,134 886,495 2022-1C Tower Securities (1) Jan. 11, 2028 850,000 852,457 840,527 850,000 855,899 840,053 2020 Senior Notes Feb. 15, 2027 1,500,000 1,385,640 1,488,474 1,500,000 1,375,815 1,487,013 2021 Senior Notes Feb. 1, 2029 1,500,000 1,290,000 1,489,272 1,500,000 1,286,250 1,488,402 Total debt $ 12,670,000 $ 11,633,694 $ 12,595,931 $ 12,952,000 $ 11,819,108 $ 12,868,162 Less: current maturities of long-term debt ( 24,000 ) ( 24,000 ) Total long-term debt, net of current maturities $ 12,571,931 $ 12,844,162 (1) 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 2023 2022 2023 2022 June 30, Cash Non-cash Cash Non-cash Cash Non-cash Cash Non-cash 2023 Interest Interest Interest Interest Interest Interest Interest Interest (in thousands) Revolving Credit Facility 6.300 % $ 8,782 $ — $ 3,603 $ — $ 18,068 $ — $ 5,882 $ — 2018 Term Loan (1) 2.545 % 14,920 7,678 11,616 11,440 29,284 16,899 22,527 22,879 2014-2C Tower Securities 3.869 % 6,046 — 6,046 — 12,092 — 12,092 — 2018-1C Tower Securities 3.448 % — — 5,570 — — — 11,141 — 2019-1C Tower Securities 2.836 % 8,357 — 8,357 — 16,714 — 16,714 — 2020-1C Tower Securities 1.884 % 3,598 — 3,598 — 7,195 — 7,195 — 2020-2C Tower Securities 2.328 % 3,540 — 3,540 — 7,079 — 7,079 — 2021-1C Tower Securities 1.631 % 4,851 — 4,851 — 9,697 — 9,697 — 2021-2C Tower Securities 1.840 % 4,196 — 4,196 — 8,391 — 8,391 — 2021-3C Tower Securities 2.593 % 5,873 — 5,873 — 11,746 — 11,746 — 2022-1C Tower Securities 6.599 % 14,094 — — — 28,187 — — — 2020 Senior Notes 3.875 % 14,531 91 14,531 89 29,063 182 29,063 175 2021 Senior Notes 3.125 % 11,719 — 11,719 — 23,438 — 23,438 — Other 781 ( 251 ) 815 — 1,560 4,676 1,601 — Total $ 101,288 $ 7,518 $ 84,315 $ 11,529 $ 202,514 $ 21,757 $ 166,566 $ 23,054 (1) The 2018 Term Loan has a blended rate of 2.545 %, which includes the impact of the interest rate swaps entered into on August 4, 2020, and amended on June 21, 2023, 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 July 31, 2023 and then at Term SOFR plus 185 basis points (inclusive of a credit spread adjustment (“CSA”) of 0.10 %) for an all-in fixed rate of 1.900 % 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 6.950 % as of June 30, 2023. Refer to Note 17 for more information on the Company’s interest rate swap . Terms of the Senior Credit Agreement On July 3, 2023, the Company, through its wholly owned subsidiary, SBA Senior Finance II LLC (“SBA Senior Finance II”), amended its Revolving Credit Facility to (1) replace LIBOR with Term SOFR as the benchmark interest rate and (2) amend certain other terms and conditions under the Senior Credit Agreement. 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 (or Term SOFR as amended July 3, 2023) 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. If not earlier terminated by SBA Senior Finance II, the Revolving Credit Facility will terminate on, and SBA Senior Finance II will repay all amounts outstanding on or before, July 7, 2026. Furthermore, the Revolving Credit Facility incorporates sustainability-linked targets which will adjust the Revolving Credit Facility’s applicable interest and commitment fee rates upward or downward based on how the Company performs against those targets. 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 June 30, 2023 (1) June 30, 2023 (2) June 30, 2023 Revolving Credit Facility 6.300 % 0.140 % In Compliance (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, 2022. (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, 2022. The table below summarizes the Company’s Revolving Credit Facility activity during the three and six months ended June 30, 2023 and 2022 (in thousands): For the three months For the six months ended June 30, ended June 30, 2023 2022 2023 2022 Beginning outstanding balance $ 675,000 $ 680,000 $ 720,000 $ 350,000 Borrowings — — 140,000 330,000 Repayments ( 225,000 ) ( 150,000 ) ( 410,000 ) ( 150,000 ) Ending outstanding balance $ 450,000 $ 530,000 $ 450,000 $ 530,000 Subsequent to June 30, 2023, the Company repaid $ 90.0 million under the Revolving Credit Facility, and as of the date of this filing, $ 360.0 million was outstanding. Term Loan under the Senior Credit Agreement On July 3, 2023, the Company, through its wholly owned subsidiary, SBA Senior Finance II, amended its 2018 Term Loan to replace LIBOR with Term SOFR as the benchmark interest rate. As amended, the 2018 Term Loan accrues interest at Term SOFR plus 185 basis points (inclusive of a CSA of 0.10 %). On June 21, 2023, the Company, through its wholly owned subsidiary, SBA Senior Finance II, amended its interest rate swap agreement for $ 1.95 billion of notional value to accrue interest at Term SOFR plus 175 basis points for an all-in fixed rate of 1.900 % from August 1, 2023 through the maturity date of the 2018 Term Loan. During the three and six months ended June 30, 2023, 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, 2023, the 2018 Term Loan had a principal balance of $ 2.3 billion. Secured Tower Revenue Securities As of June 30, 2023, 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 . |