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Debt
3 Months Ended
Mar. 31, 2019
Debt Disclosure [Abstract]  
Debt

NOTE 6. DEBT

 

All debt is incurred by the OP or its consolidated subsidiaries. The following table summarizes our debt (dollars in thousands):

 

 

 

 

March 31, 2019

 

 

December 31, 2018

 

 

 

Weighted Average Interest Rate (1)

 

 

Amount

Outstanding (2)

 

 

Weighted Average Interest Rate (1)

 

 

Amount

Outstanding (2)

 

Credit facilities

 

 

1.5

%

 

$

26,180

 

 

 

3.4

%

 

$

50,500

 

Senior notes

 

 

2.7

%

 

 

8,314,678

 

 

 

2.7

%

 

 

8,304,147

 

Term loans and unsecured other

 

 

0.9

%

 

 

1,411,343

 

 

 

1.8

%

 

 

1,921,428

 

Secured mortgage

 

 

4.3

%

 

 

953,938

 

 

 

5.1

%

 

 

813,740

 

Total

 

 

2.6

%

 

$

10,706,139

 

 

 

2.7

%

 

$

11,089,815

 

 

(1)

The interest rates presented represent the effective interest rates (including amortization of debt issuance costs and the noncash premiums or discounts) at the end of the period for the debt outstanding and include the impact of undesignated and designated interest rate swaps, which effectively fix the interest rate on our variable rate debt.

 

(2)

We borrow in the functional currencies of the countries where we invest. Included in the outstanding balances were borrowings denominated in the following currencies:

 

 

 

 

March 31, 2019

 

 

December 31, 2018

 

 

 

 

Amount

Outstanding

 

 

% of Total

 

 

Amount

Outstanding

 

 

% of Total

 

 

British pound sterling

 

$

676,732

 

 

 

6.3

%

 

$

635,972

 

 

 

5.8

%

 

Canadian dollar

 

 

271,975

 

 

 

2.5

%

 

 

266,337

 

 

 

2.4

%

 

Euro

 

 

4,803,307

 

 

 

44.9

%

 

 

4,893,693

 

 

 

44.1

%

 

Japanese yen

 

 

2,182,119

 

 

 

20.4

%

 

 

1,951,844

 

 

 

17.6

%

 

U.S. dollar

 

 

2,772,006

 

 

 

25.9

%

 

 

3,341,969

 

 

 

30.1

%

 

Total

 

$

10,706,139

 

 

 

 

 

 

$

11,089,815

 

 

 

 

 

                   

Credit Facilities

 

In January 2019, we recast our global senior credit facility (the “Global Facility”), under which we may draw in British pounds sterling, Canadian dollars, euro, Japanese yen, Mexican pesos and U.S. dollars on a revolving basis up to $3.5 billion (subject to currency fluctuations). Pricing under the Global Facility, including the spread over LIBOR, facility fees and letter of credit fees, varies based on the public debt ratings of the OP. The Global Facility is scheduled to mature in January 2023; however, we may extend the maturity date for six months on two occasions, subject to the satisfaction of certain conditions and payment of extension fees. We have the ability to increase the Global Facility to $4.5 billion, subject to currency fluctuations and obtaining additional lender commitments.

 

We also have a Japanese yen revolver (the “Revolver”) with availability of ¥50.0 billion ($451.4 million at March 31, 2019). We have the ability to increase the Revolver to ¥65.0 billion ($586.8 million at March 31, 2019), subject to obtaining additional lender commitments. Pricing under the Revolver, including the spread over LIBOR, facility fees and letter of credit fees, varies based on the public debt ratings of the OP. The Revolver is scheduled to mature in February 2021; however, we may extend the maturity date for one year, subject to the satisfaction of certain conditions and payment of extension fees.

        

We refer to the Global Facility and the Revolver, collectively, as our “Credit Facilities.”

 

The following table summarizes information about our Credit Facilities at March 31, 2019 (in millions):

 

 

 

 

 

Aggregate lender commitments

 

$

3,932

 

Less:

 

 

 

 

Borrowings outstanding

 

 

26

 

Outstanding letters of credit

 

 

31

 

Current availability

 

$

3,875

 

      

Senior Notes

 

In March 2019, we completed a private placement for ¥10.0 billion ($90.5 million) of senior notes with a stated interest rate of 1.2%, maturing in March 2039.

 

Term Loans     

 

In January 2019, we entered into two unsecured Japanese yen term loans for a total of ¥15.0 billion ($137.1 million) that bear interest of Yen LIBOR plus 0.5% to 0.6% and are scheduled to mature in January 2028 and 2030.  

 

In March 2019, we entered into an unsecured Japanese yen term loan agreement (the “2019 Yen Term Loan”) under which we can draw Japanese yen in an aggregate amount not to exceed ¥85.0 billion ($767.4 million at March 31, 2019). The 2019 Yen Term Loan currently bears interest at Yen LIBOR plus 0.4% and is scheduled to mature in March 2026. We have the ability to increase the 2019 Yen Term Loan to ¥120.0 billion ($1.1 billion at March 31, 2019), subject to obtaining additional lender commitments. Pricing under the 2019 Yen Term Loan, including the spread over LIBOR, facility fees and letter of credit fees, varies based on the public debt ratings of the OP.

 

We repaid the outstanding balance of ¥100.0 billion ($897.4 million) on our 2016 Japanese yen term loan (“2016 Yen Term Loan”), primarily with the proceeds from the 2019 Yen Term Loan during the first quarter of 2019. The 2016 Yen Term Loan bore a floating rate of Yen LIBOR plus 0.7% and was scheduled to mature in August 2022 and August 2023.

 

We paid down $500.0 million during both the three months ended March 31, 2019 and 2018, on our multi-currency term loan.

 

Long-Term Debt Maturities

 

Principal payments due on our debt for the remainder of 2019 and for each year through the period ended December 31, 2023, and thereafter were as follows at March 31, 2019 (in thousands):

 

 

 

Unsecured

 

 

 

 

 

 

 

 

 

Credit

 

 

Senior

 

 

Term Loans

 

 

Secured

 

 

 

 

 

Maturity

 

Facilities

 

 

Notes

 

 

and Other

 

 

Mortgage

 

 

Total

 

2019 (1)

 

$

-

 

 

$

-

 

 

$

593

 

 

$

252,100

 

 

$

252,693

 

2020 (1)

 

 

-

 

 

 

1,123,500

 

 

 

621

 

 

 

25,101

 

 

 

1,149,222

 

2021

 

 

-

 

 

 

786,450

 

 

 

677

 

 

 

229,913

 

 

 

1,017,040

 

2022

 

 

-

 

 

 

786,450

 

 

 

741

 

 

 

12,161

 

 

 

799,352

 

2023 (2)

 

 

26,180

 

 

 

850,000

 

 

 

128,519

 

 

 

39,307

 

 

 

1,044,006

 

Thereafter

 

 

-

 

 

 

4,826,846

 

 

 

1,290,138

 

 

 

397,983

 

 

 

6,514,967

 

Subtotal

 

 

26,180

 

 

 

8,373,246

 

 

 

1,421,289

 

 

 

956,565

 

 

 

10,777,280

 

Premiums (discounts), net

 

 

-

 

 

 

(24,944)

 

 

 

-

 

 

 

831

 

 

 

(24,113)

 

Debt issuance costs, net

 

 

-

 

 

 

(33,624)

 

 

 

(9,946)

 

 

 

(3,458)

 

 

 

(47,028)

 

Total

 

$

26,180

 

 

$

8,314,678

 

 

$

1,411,343

 

 

$

953,938

 

 

$

10,706,139

 

 

(1)

We expect to repay the amounts maturing in the next twelve months with cash generated from operations, proceeds from dispositions of real estate properties, or as necessary, with borrowings on our Credit Facilities.

 

(2)

Included in the 2023 maturities was the Global Facility that can be extended until 2024.

 

Financial Debt Covenants

 

We have $8.3 billion of senior notes and $1.4 billion of term loans outstanding at March 31, 2019 that were subject to certain financial covenants under their related indentures. We are also subject to financial covenants under our Credit Facilities and certain secured mortgage debt. At March 31, 2019, we were in compliance with all of our financial debt covenants.

 

Guarantee of Finance Subsidiary Debt

  

In 2018, we formed finance subsidiaries as part of our operations in Europe (Prologis Euro Finance LLC), Japan (Prologis Yen Finance LLC) and the United Kingdom (Prologis Sterling Finance LLC).

 

These entities are 100% indirectly owned by the OP and all unsecured debt issued or to be issued by each entity is or will be fully and unconditionally guaranteed by the OP. There are no restrictions or limits on the OP’s ability to obtain funds from its subsidiaries by dividend or loan. In reliance on Rule 3-10 of Regulation S-X, the separate financial statements of Prologis Euro Finance LLC, Prologis Yen Finance LLC and Prologis Sterling Finance LLC are not provided.