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Debt
3 Months Ended
Mar. 31, 2021
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, 2021

 

 

December 31, 2020

 

 

Weighted Average

 

 

Amount

 

 

Weighted Average

 

 

Amount

 

 

Interest Rate (1)

 

 

Term (2)

 

 

Outstanding (3)

 

 

Interest Rate (1)

 

 

Term (2)

 

 

Outstanding (3)

 

Credit facilities

0.4%

 

 

 

3.3

 

 

$

53,250

 

 

0.8%

 

 

 

2.0

 

 

$

171,794

 

Senior notes

1.7%

 

 

 

12.1

 

 

 

14,433,868

 

 

2.0%

 

 

 

11.2

 

 

 

14,275,870

 

Term loans and unsecured

     other

0.9%

 

 

 

5.3

 

 

 

1,670,556

 

 

0.9%

 

 

 

5.6

 

 

 

1,764,311

 

Secured mortgage

5.4%

 

 

 

3.7

 

 

 

345,784

 

 

3.1%

 

 

 

3.0

 

 

 

637,101

 

Total

1.7%

 

 

 

11.2

 

 

$

16,503,458

 

 

1.9%

 

 

 

10.2

 

 

$

16,849,076

 

 

(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 designated interest rate swaps, which effectively fix the interest rate on certain variable rate debt.

 

(2)

The weighted average term represents the remaining maturity in years on the debt outstanding at period end.

 

(3)

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, 2021

 

 

December 31, 2020

 

 

 

 

Weighted Average Interest Rate

 

 

Amount Outstanding

 

 

% of Total

 

 

Weighted Average Interest Rate

 

 

Amount Outstanding

 

 

% of Total

 

 

British pound sterling

 

 

2.2

%

 

$

1,027,910

 

 

 

6.2

%

 

 

2.2

%

 

$

1,019,480

 

 

 

6.1

%

 

Canadian dollar

 

 

2.7

%

 

 

288,045

 

 

 

1.7

%

 

 

2.7

%

 

 

285,708

 

 

 

1.7

%

 

Euro

 

 

1.1

%

 

 

6,963,034

 

 

 

42.2

%

 

 

1.4

%

 

 

6,549,676

 

 

 

38.8

%

 

Japanese yen

 

 

0.8

%

 

 

2,460,056

 

 

 

14.9

%

 

 

0.8

%

 

 

2,877,247

 

 

 

17.1

%

 

U.S. dollar

 

 

2.6

%

 

 

5,764,413

 

 

 

35.0

%

 

 

2.8

%

 

 

6,116,965

 

 

 

36.3

%

 

Total

 

 

1.7

%

 

$

16,503,458

 

 

 

 

 

 

 

1.9

%

 

$

16,849,076

 

 

 

 

 

 

Credit Facilities

 

We have a 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 total commitments of ¥55.0 billion ($496.4 million at March 31, 2021). We have the ability to increase the borrowing capacity of the Revolver to ¥75.0 billion ($676.9 million at March 31, 2021), 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. At March 31, 2021, the Revolver was scheduled to mature in July 2024; 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.”

        

In April 2021, we entered into a second global senior credit facility under which we may draw in various currencies on a revolving basis in an aggregate amount up to $1.0 billion (subject to currency fluctuations). The second global senior credit facility is scheduled to mature in April 2024, subject to extension options.

 

Liquidity

 

The following table summarizes information about our available liquidity at March 31, 2021 (in millions):

 

 

 

 

 

Aggregate lender commitments

 

 

 

 

Credit Facilities

 

$

4,019

 

Less:

 

 

 

 

Borrowings outstanding

 

 

53

 

Outstanding letters of credit

 

 

19

 

Current availability

 

$

3,947

 

Available term loans

 

 

250

 

Cash and cash equivalents

 

 

676

 

Total liquidity

 

$

4,873

 

      

Senior Notes

 

The following table summarizes the issuances and redemptions of senior notes during the three months ended March 31, 2021 (principal in thousands):

 

 

 

Aggregate Principal

 

 

Issuance Date Weighted Average

 

 

 

Initial Borrowing Date

 

Borrowing Currency

 

 

USD (1)

 

 

Interest Rate (2)

 

 

Term (3)

 

 

Maturity Dates

February

 

1,350,000

 

 

$

1,639,305

 

 

0.7%

 

 

 

14.3

 

 

February 2032 – 2041

February

 

$

400,000

 

 

$

400,000

 

 

1.6%

 

 

 

10.1

 

 

March 2031

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Aggregate Principal

 

 

Redemption Date Weighted Average

 

 

 

Redemption Date

 

Borrowing Currency

 

 

USD (1)

 

 

Interest Rate (2)

 

 

Term (3)

 

 

Maturity Dates

March

 

599,514

 

 

$

715,700

 

 

3.4%

 

 

 

3.0

 

 

February 2024

March

 

$

750,000

 

 

$

750,000

 

 

3.8%

 

 

 

4.7

 

 

November 2025

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1)

The exchange rate used to calculate into U.S. dollars was the spot rate at the settlement date.

 

(2)

The interest rate represents the fixed or variable interest rate at the issuance or redemption date of the related debt.

 

(3)

The issuance date and redemption date weighted average term represent the remaining maturity in years on the related debt at the issuance or redemption date, respectively.

 

During the three months ended March 31, 2021, we used the net proceeds from the issuance of the senior notes to fund the senior note redemptions and for general corporate purposes.

 

Early Extinguishment of Debt

 

During the three months ended March 31, 2021 and 2020, we recognized $187.5 million and $42.8 million of losses on the early extinguishment of debt, respectively. The losses during both periods were driven by the redemption of certain high interest rate senior notes before their stated maturity. We redeemed $1.5 billion of senior notes with stated maturities of 2024 and 2025, and $783.1 million of senior notes with a stated maturity of 2021, during the three months ended March 31, 2021 and 2020, respectively. The losses in 2020 included the extinguishment of debt assumed in the Liberty Transaction and the IPT Transaction, which represented the excess of the prepayment penalties over the premium recorded upon assumption of the debt.

 

Term Loans

 

We did not borrow or pay down on the multi-currency term loan (“2017 Term Loan”) during the three months ended March 31, 2021. During the three months ended March 31, 2020, we borrowed a net $500.0 million.

 

Long-Term Debt Maturities

 

Scheduled principal payments due on our debt for the remainder of 2021 and for each year through the period ended December 31, 2025, and thereafter were as follows at March 31, 2021 (in thousands):

 

 

 

Unsecured

 

 

 

 

 

 

 

 

 

Credit

 

 

Senior

 

 

Term Loans

 

 

Secured

 

 

 

 

 

Maturity

 

Facilities

 

 

Notes

 

 

and Other

 

 

Mortgage

 

 

Total

 

2021 (1)(2)

 

$

-

 

 

$

-

 

 

$

260,135

 

 

$

21,355

 

 

$

281,490

 

2022 (1)

 

 

-

 

 

 

527,625

 

 

 

-

 

 

 

12,098

 

 

 

539,723

 

2023

 

 

-

 

 

 

-

 

 

 

135,244

 

 

 

34,072

 

 

 

169,316

 

2024 (3)

 

 

53,250

 

 

 

-

 

 

 

-

 

 

 

133,488

 

 

 

186,738

 

2025

 

 

-

 

 

 

45,127

 

 

 

-

 

 

 

143,766

 

 

 

188,893

 

Thereafter

 

 

-

 

 

 

13,931,343

 

 

 

1,281,618

 

 

 

2,468

 

 

 

15,215,429

 

Subtotal

 

 

53,250

 

 

 

14,504,095

 

 

 

1,676,997

 

 

 

347,247

 

 

 

16,581,589

 

Premiums (discounts), net

 

 

-

 

 

 

6,070

 

 

 

-

 

 

 

224

 

 

 

6,294

 

Debt issuance costs, net

 

 

-

 

 

 

(76,297

)

 

 

(6,441

)

 

 

(1,687

)

 

 

(84,425

)

Total

 

$

53,250

 

 

$

14,433,868

 

 

$

1,670,556

 

 

$

345,784

 

 

$

16,503,458

 

 

(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 2021 maturities is the 2017 Term Loan. In April 2021, the 2017 Term Loan was terminated and the interest rate swap contracts associated with the outstanding balance of $250.3 million were settled.

 

(3)

Included in the 2024 maturities is the Revolver that can be extended until 2025.

 

Financial Debt Covenants

 

We had $14.4 billion of senior notes and $1.7 billion of term loans outstanding at March 31, 2021 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, 2021, we were in compliance with all of our financial debt covenants.

 

Guarantee of Finance Subsidiary Debt

 

We have finance subsidiaries as part of our operations in Europe (Prologis Euro Finance LLC), Japan (Prologis Yen Finance LLC) and the U.K. (Prologis Sterling Finance LLC) in order to mitigate our foreign currency risk by borrowing in the currencies in which we invest. 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 13-01 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.