Borrowings | Borrowings The following table presents borrowings as of March 31, 2016 and December 31, 2015 (dollars in thousands): March 31, 2016 December 31, 2015 Recourse vs. Non-Recourse Final Maturity Contractual Interest Rate (1)(2) Principal Amount Carrying Value (3) Principal Amount Carrying Value (3) Mortgage and other notes payable: (4) Healthcare East Arlington, TX Non-recourse May-17 5.89% $ 3,087 $ 3,082 $ 3,101 $ 3,097 Ohio Portfolio (16) Non-recourse Jan-19 LIBOR + 4.25% 19,883 19,731 19,948 19,780 Lancaster, OH (16) Non-recourse Jan-19 LIBOR + 4.25% 2,216 2,187 2,261 2,229 Wilkinson Portfolio (16) Non-recourse Jan-19 6.99% 146,299 145,730 147,076 146,447 Tuscola/Harrisburg, IL (16) Non-recourse Jan-19 7.09% 7,230 7,185 7,268 7,218 Formation Portfolio (5) Non-recourse May-19 (6) /Jan-25/Feb-26 LIBOR + 4.25% (7) /4.54%/4.59% 705,344 697,963 701,819 695,060 Minnesota Portfolio (16) Non-recourse Nov-19 LIBOR + 3.50% 37,800 37,215 37,800 37,171 Griffin-American - U.K. (5) Non-recourse Dec-19 (6) LIBOR + 4.25% (7) 317,466 313,164 327,890 322,415 Griffin-American - U.S. - Fixed (5) Non-recourse Dec-19 (6) / Jun-25 / Dec-35 4.68% 1,763,023 1,696,616 1,763,036 1,692,098 Griffin-American - U.S. - Floating (5) Non-recourse Dec-19 (6) LIBOR + 3.23% (7) 854,568 822,379 854,565 820,180 Wakefield Portfolio Non-recourse April-20 LIBOR + 4.00% 54,576 54,140 54,694 54,228 Healthcare Preferred (8) Non-recourse Jul-21 LIBOR + 7.75% 75,000 75,000 75,000 75,000 Indiana Portfolio (8) Non-recourse Sept-21 LIBOR + 4.50% 121,130 121,130 121,130 121,130 Subtotal Healthcare/weighted average 4.56% (7) 4,107,622 3,995,522 4,115,588 3,996,053 Hotel Innkeepers Portfolio (5) Non-recourse Jun-19 (6) LIBOR + 3.39% (7) 840,000 838,766 840,000 837,137 K Partners Portfolio (5) Non-recourse Aug-19 (6) LIBOR + 3.25% (7) 211,681 211,083 211,681 210,660 Courtyard Portfolio (5) Non-recourse Oct-19 (6) LIBOR + 3.05% (7) 512,000 510,372 512,000 509,554 Inland Portfolio (5) Non-recourse Nov-19 (6) LIBOR + 3.60% (7) 817,000 813,297 817,000 811,927 NE Portfolio (5) Non-recourse Jun-20 (6) LIBOR + 3.85% (7) 132,250 131,070 132,250 130,824 Miami Hotel Portfolio (5) Non-recourse Jul-20 (6) LIBOR + 3.90% (7) 115,500 114,093 115,500 113,833 Subtotal Hotel/weighted average 3.39% (7) 2,628,431 2,618,681 2,628,431 2,613,935 Net lease Green Pond, NJ (9) Non-recourse Apr-16 5.68% 15,404 15,403 15,486 15,481 Aurora, CO Non-recourse Jul-16 6.22% 30,031 30,028 30,175 30,169 DSG Portfolio Non-recourse Oct-16 6.17% 30,314 30,278 30,481 30,428 Indianapolis, IN Non-recourse Feb-17 6.06% 25,549 25,540 25,674 25,663 Milpitas, CA Non-recourse Mar-17 5.95% 18,663 18,647 18,827 18,807 Fort Mill, SC Non-recourse Apr-17 5.63% 27,700 27,681 27,700 27,675 Fort Mill, SC - Mezzanine Non-recourse Apr-17 6.21% 541 541 663 663 Industrial Portfolio (5) Non-recourse Jul-17/Dec-17 4.21% (7) 221,125 224,109 221,125 224,635 Salt Lake City, UT Non-recourse Sept-17 5.16% 12,507 12,429 12,646 12,555 South Portland, ME Non-recourse Jul-23 LIBOR + 2.15% (7) 3,150 3,102 3,241 3,190 Subtotal Net lease/weighted average 4.91% (7) 384,984 387,758 386,018 389,266 March 31, 2016 December 31, 2015 Recourse vs. Non-Recourse Final Maturity Contractual Interest Rate (1)(2) Principal Amount Carrying Value (3) Principal Amount Carrying Value (3) Multi-tenant Office Legacy Properties (5) Non-recourse Nov-19/Feb-20 (6) LIBOR + 2.15% (7) 113,804 112,272 112,988 111,266 Subtotal Multi-tenant Office 113,804 112,272 112,988 111,266 Other Secured borrowing Non-recourse May-23 LIBOR + 1.60% 53,595 53,595 54,056 54,056 Subtotal Other 53,595 53,595 54,056 54,056 Subtotal Mortgage and other notes payable (4) 7,288,436 7,167,828 7,297,081 7,164,576 Credit facilities and term borrowings: Corporate Revolver (11) Recourse Aug-17 LIBOR + 3.50% (7) — — 165,000 165,000 Corporate Term Borrowing Recourse Sept-17 4.60% / 4.55% (12) 425,000 419,347 425,000 417,039 Loan Facility 1 Partial Recourse (13) Mar-18 (6) 2.95% (7) 25,188 23,951 72,053 72,021 Subtotal Credit facilities and term borrowings 450,188 443,298 662,053 654,060 CDO bonds payable: N-Star I Non-recourse Aug-38 7.01% 9,426 9,379 10,869 10,814 N-Star IX Non-recourse Aug-52 LIBOR + 0.49% (7) 411,327 279,959 425,622 296,787 Subtotal CDO bonds payable—VIE 420,753 289,338 436,491 307,601 Exchangeable senior notes: 7.25% Notes Recourse Jun-27 7.25% 12,955 12,955 12,955 12,955 8.875% Notes Recourse Jun-32 8.875% 1,000 967 1,000 967 5.375% Notes (14) Recourse Jun-33 5.375% 16,805 14,652 17,405 15,116 Subtotal Exchangeable senior notes 30,760 28,574 31,360 29,038 Junior subordinated notes: Trust I Recourse Mar-35 LIBOR + 3.25% (7) 41,240 27,779 41,240 29,033 Trust II Recourse Jun-35 LIBOR + 3.25% (7) 25,780 17,371 25,780 18,152 Trust III Recourse Jan-36 LIBOR + 2.83% (7) 41,238 25,646 41,238 27,003 Trust IV (15) Recourse Jun-36 7.95% 50,100 31,574 50,100 33,446 Trust V Recourse Sept-36 LIBOR + 2.70% (7) 30,100 18,114 30,100 18,978 Trust VI Recourse Dec-36 LIBOR + 2.90% (7) 25,100 15,602 25,100 16,348 Trust VII Recourse Apr-37 LIBOR + 2.50% (7) 31,459 18,079 31,459 18,960 Trust VIII Recourse Jul-37 LIBOR + 2.70% (7) 35,100 20,965 35,100 21,973 Subtotal Junior subordinated notes 280,117 175,130 280,117 183,893 Subtotal 8,470,254 8,104,168 8,707,102 8,339,168 Borrowings of properties, held for sale: (4) EDS Portfolio (10) Non-recourse Oct-15 5.37% 41,482 41,482 41,742 41,742 Manufactured Housing Communities (10) Non-recourse Dec-21 - Dec-25 4.32% (7) 1,273,619 1,262,057 1,274,643 1,262,726 Multifamily (10) Non-recourse Apr-23 - Jul-23 4.08% (7) 249,641 247,032 249,709 247,019 Senior Housing Portfolio (10) — — — — — 648,211 644,486 Subtotal Borrowings of properties held for sale 1,564,742 1,550,571 2,214,305 2,195,973 Grand Total $ 10,034,996 $ 9,654,739 $ 10,921,407 $ 10,535,141 ____________________________________________________________ (1) Refer to Note 14 for further disclosure regarding derivative instruments which are used to manage interest rate exposure. (2) For borrowings with a contractual interest rate based on LIBOR, represents three -month LIBOR for the Ohio, Lancaster and Wakefield Portfolio and one -month LIBOR for the other borrowings. (3) Carrying value represents fair value with respect to CDO bonds payable and junior subordinated notes due to the election of the fair value option (refer to Note 13) and amortized cost, net of deferred financing costs for the other borrowings. (4) Mortgage and other notes payable are subject to customary non-recourse carveouts. (5) An aggregate principal amount of $6.6 billion is comprised of 22 senior mortgage notes totaling $5.1 billion and 16 mezzanine mortgage notes totaling $1.5 billion . (6) Represents final maturity taking into consideration the Company’s extension options. (7) Contractual interest rate represents a weighted average. For borrowings with variable interest rates, the weighted average includes the current LIBOR as of March 31, 2016. (8) Represents borrowings in N-Star CDOs. (9) In April 2016, the mortgage matured and the Company is currently in negotiations with the lender to refinance and extend the mortgage. (10) The manufactured housing portfolio and multifamily portfolio are classified as held for sale and associated borrowings are expected to be assumed by a buyer, and therefore, classified as liabilities of assets held for sale. In October 2015, the mortgage matured for the EDS Portfolio and the Company is currently in negotiations with the lender. In April 2016, the Company gave three properties back to the lender and is expected to give the remaining property back to the lender. In March 2016, the Company sold its 60% interest in the Senior Housing Portfolio for $534.5 million and the buyer assumed the $648.2 million of mortgage borrowing as part of the transaction. Refer to Note 9. Related Party Arrangements for further disclosure. (11) Secured by collateral relating to a borrowing base comprised primarily of unlevered CRE debt, net lease and securities investments with a carrying value of $418.3 million as of March 31, 2016 . (12) Represents the respective fixed rate applicable to each borrowing under the Corporate Term Borrowing. (13) Recourse solely with respect to certain types of loans as defined in the governing documents. (14) In January 2016, 0.1 million shares of common stock were issued related to the conversion of exchangeable senior notes. (15) Trust IV has a fixed interest rate until June 30, 2016 when the rate will change to floating and reset quarterly to three -month LIBOR plus 2.80% . (16) As of March 31, 2016, such borrowings were not in compliance with certain covenants. The Company received a waiver from the lenders for one quarter with respect to such defaults. The following table presents a reconciliation of principal amount to carrying value of the Company’s mortgage and other notes payable by asset class as of March 31, 2016 and December 31, 2015 (dollars in thousands): March 31, 2016 December 31, 2015 Asset Class: Principal Amount Discount (Premium), Net Deferred Financing Costs, Net Carrying Value Principal Amount Discount (Premium), Net Deferred Financing Costs, Net Carrying Value Healthcare $ 4,107,622 $ (51,966 ) $ (60,134 ) $ 3,995,522 $ 4,115,588 $ 12,801 $ (132,336 ) $ 3,996,053 Hotel 2,628,431 — (9,750 ) 2,618,681 2,628,431 — (14,496 ) 2,613,935 Net lease 384,984 3,752 (978 ) 387,758 386,018 4,389 (1,141 ) 389,266 Multi-tenant office 113,804 — (1,532 ) 112,272 112,988 — (1,722 ) 111,266 Other 53,595 — — 53,595 54,056 — — 54,056 Total $ 7,288,436 $ (48,214 ) $ (72,394 ) $ 7,167,828 $ 7,297,081 $ 17,190 $ (149,695 ) $ 7,164,576 The following table presents scheduled principal on borrowings, based on final maturity as of March 31, 2016 (dollars in thousands): Total Mortgage CDO Bonds Payable Credit Facilities and Term Borrowings Exchangeable (1) Junior Subordinated Notes Borrowings of Properties, Held for Sale April 1 to December 31, 2016 $ 138,245 $ 83,929 $ — $ — $ — $ — $ 54,316 Years ending December 31: 2017 773,921 317,215 — 425,000 12,955 — 18,751 2018 58,710 10,423 — 25,188 — — 23,099 2019 5,888,341 5,862,097 — — 1,000 — 25,244 2020 377,110 350,510 — — — — 26,600 Thereafter 2,798,669 664,262 420,753 — 16,805 280,117 1,416,732 Total $ 10,034,996 $ 7,288,436 $ 420,753 $ 450,188 $ 30,760 $ 280,117 $ 1,564,742 ____________________________________________________________ (1) The 7.25% Notes, 8.875% Notes and 5.375% Notes have a final maturity date of June 15, 2027, June 15, 2032 and June 15, 2033, respectively. The above table reflects the holders’ repurchase rights which may require the Company to repurchase the 7.25% Notes, 8.875% Notes and 5.375% Notes on June 15, 2017, June 15, 2019 and June 15, 2023, respectively. As of March 31, 2016 , with the exception of the covenants disclosed above, the Company was in compliance with all of its financial covenants. Credit Facilities and Term Borrowings Corporate Borrowings In August 2014, the Company obtained a corporate revolving credit facility (as amended, the “Corporate Revolver”) with certain commercial bank lenders, with a three -year term. The Corporate Revolver is secured by collateral relating to a borrowing base and guarantees by certain subsidiaries of the Company. In May 2015, the Company amended and restated the Corporate Revolver to substitute the Operating Partnership as the borrower, with the Company becoming a guarantor. In February 2016, the Company amended the agreement and decreased the aggregate amount of the revolving commitment to $250.0 million , subject to certain conditions. In February 2016, the Corporate Revolver was repaid and there is currently no outstanding balance. In September 2014, the Company entered into a corporate term borrowing agreement (as amended, the “Corporate Term Borrowing”) with a commercial bank lender to establish term borrowings. In March 2015, the Company amended and restated the Corporate Term Borrowing to substitute the Operating Partnership as the borrower, with the Company becoming a guarantor. Borrowings may be prepaid at any time subject to customary breakage costs. In September and December 2014, the Company entered into a credit agreement providing for a term borrowing under the Corporate Term Borrowing in a principal amount of $275.0 million and $150.0 million , respectively, with a fixed interest rate of 4.60% and 4.55% , respectively, with each maturing on September 19, 2017. There is no available financing remaining under the Corporate Term Borrowing. The Corporate Revolver and the Corporate Term Borrowing and related agreements contain representations, warranties, covenants, conditions precedent to funding, events of default and indemnities that are customary for agreements of these types. Loan Facility In March 2013, a subsidiary of the Company entered into a master repurchase agreement (“Loan Facility 1”) of $200.0 million to finance first mortgage loans and senior interests secured by commercial real estate. In connection with Loan Facility 1, the Company entered into a guaranty agreement under which the Company guaranteed certain of the obligations under Loan Facility 1. Loan Facility 1 and related agreements contain representations, warranties, covenants, conditions precedent to funding, events of default and indemnities that are customary for agreements of these types. In addition, the Company has agreed to guarantee certain customary obligations under Loan Facility 1 if the Company or an affiliate of the Company engage in certain customary bad acts. As of March 31, 2016, the Company had one loan with a carrying value of $38.6 million financed with $25.2 million on Loan Facility 1. In April 2016, the Loan Facility 1 was repaid in full upon the sale of such loan. |