Debt | Debt A summary of the Company’s outstanding consolidated indebtedness, including unamortized debt premiums and discounts, is as follows: March 31, 2021 December 31, 2020 Debt secured by owned properties Mortgage loans payable Unpaid principal balance $ 552,279 $ 563,506 Unamortized deferred financing costs (776) (848) Unamortized debt premiums 1,412 1,819 Unamortized debt discounts (139) (151) 552,776 564,326 Debt secured by OCPPs Mortgage loans payable (1) 63,058 63,714 Bonds payable (1) 19,110 19,110 Unamortized deferred financing costs (538) (323) 81,630 82,501 Total secured mortgage and bond debt, net 634,406 646,827 Unsecured notes, net of unamortized OID and deferred financing costs (2) 2,376,527 2,375,603 Unsecured term loan, net of unamortized deferred financing costs (3) 199,560 199,473 Unsecured revolving credit facility 462,500 371,100 Total debt, net $ 3,672,993 $ 3,593,003 (1) The creditors of mortgage loans payable and bonds payable related to OCPPs do not have recourse to the assets of the Company. (2) Includes net unamortized original issue discount (“OID”) of $5.6 million and $5.8 million at March 31, 2021 and December 31, 2020, respectively, and net unamortized deferred financing costs of $17.9 million and $18.6 million at March 31, 2021 and December 31, 2020, respectively. (3) Includes net unamortized deferred financing costs of $0.4 million and $0.5 million at March 31, 2021 and December 31, 2020, respectively. Mortgage Loans Payable In March 2021, the Company paid off approximately $10.3 million of fixed rate mortgage debt secured by one owned property. In February 2021, the Company refinanced $24.0 million of OCPP mortgage debt that was scheduled to mature in 2021, which extended the maturity to February 2028. Additionally, in February 2021, the Company entered into two interest rate swap agreements to convert the refinanced mortgage loan to a fixed rate of 2.8%. Refer to Note 10 for information related to derivatives. In February 2020, the Company paid off approximately $34.2 million of fixed rate mortgage debt secured by one owned property. Unsecured Notes In January 2020, the Operating Partnership closed a $400 million offering of senior unsecured notes under its existing shelf registration. These 10-year notes were issued at 99.81% of par value with a coupon of 2.85% and are fully and unconditionally guaranteed by the Company. Interest on the notes is payable semi-annually on February 1 and August 1, with the first payment due and payable on August 1, 2020. The notes will mature on February 1, 2030. Net proceeds from the sale of the senior unsecured notes totaled approximately $394.5 million, after deducting the underwriting discount and offering expenses which will be amortized over the term of the unsecured notes. The Company used the proceeds to fund the early redemption of its $400 million 3.35% Senior Notes due October 2020. The prepayment resulted in a loss from early extinguishment of debt of approximately $4.8 million, which is included in the accompanying statements of comprehensive income for the three months ended March 31, 2020. The following senior unsecured notes issued by the Operating Partnership were outstanding as of March 31, 2021: Date Issued Amount % of Par Value Coupon Yield Original Issue Discount Term (Years) April 2013 $ 400,000 99.659 3.750 % 3.791 % $ 1,364 10 June 2014 400,000 99.861 4.125 % 4.269 % (1) 556 10 October 2017 400,000 99.912 3.625 % 3.635 % 352 10 June 2019 400,000 99.704 3.300 % 3.680 % (1) 1,184 7 January 2020 400,000 99.810 2.850 % 2.872 % 760 10 June 2020 400,000 99.142 3.875 % 3.974 % 3,432 10 $ 2,400,000 $ 7,648 (1) The yield includes the effect of the amortization of interest rate swap terminations (see Note 10). The notes are fully and unconditionally guaranteed by the Company. Interest on the notes is payable semi-annually. The terms of the unsecured notes include certain financial covenants that require the Operating Partnership to limit the amount of total debt and secured debt as a percentage of total asset value, as defined. In addition, the Operating Partnership must maintain a minimum ratio of unencumbered asset value to unsecured debt, as well as a minimum interest coverage level. As of March 31, 2021, the Company was in compliance with all such covenants. Unsecured Revolving Credit Facility The Company has an unsecured revolving credit facility with capacity of $1.0 billion, which may be expanded by up to an additional $200 million upon the satisfaction of certain conditions. The maturity date of the revolving credit facility is March 2022. The unsecured revolving credit facility bears interest at a variable rate, at the Company’s option, based upon a base rate of one-, two-, three- or six-month LIBOR, plus, in each case, a spread based upon the Company’s investment grade rating from either Moody’s Investor Services, Inc. or Standard & Poor’s Rating Group. Additionally, the Company is required to pay a facility fee of 0.20% per annum on the $1.0 billion revolving credit facility. As of March 31, 2021, the revolving credit facility bore interest at a weighted average annual rate of 1.31% (0.11% + 1.00% spread + 0.20% facility fee), and availability under the revolving credit facility totaled $537.5 million. The terms of the unsecured credit facility include certain restrictions and covenants, which limit, among other items, the incurrence of additional indebtedness and liens. The facility contains customary affirmative and negative covenants and also contains financial covenants that, among other things, require the Company to maintain certain maximum leverage ratios and minimum ratios of “EBITDA” (earnings before interest, taxes, depreciation and amortization) to fixed charges. The financial covenants also include a minimum asset value requirement, a maximum secured debt ratio, and a minimum unsecured debt service coverage ratio. As of March 31, 2021, the Company was in compliance with all such covenants. Unsecured Term Loan The Company is currently party to an Unsecured Term Loan Credit Agreement (the “Term Loan Facility”) totaling $200 million which matures in June 2022. The agreement has an accordion feature that allows the Company to expand the amount by up to an additional $100 million, subject to the satisfaction of certain conditions. The Company is also currently party to two interest rate swap contracts to hedge the variable rate cash flows associated with the LIBOR-based interest payments on the Term Loan Facility. The weighted average annual rate on the Term Loan Facility was 2.54% (1.44% + 1.10% spread) at March 31, 2021. The terms of the Term Loan Facility include certain restrictions and covenants consistent with those of the unsecured revolving credit facility discussed above. As of March 31, 2021, the Company was in compliance with all such covenants. |