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Debt
6 Months Ended
Jun. 30, 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):

 

 

June 30, 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

-

 

 

 

-

 

 

$

-

 

 

0.8%

 

 

 

2.0

 

 

$

171,794

 

Senior notes

1.6%

 

 

 

11.9

 

 

 

15,120,544

 

 

2.0%

 

 

 

11.2

 

 

 

14,275,870

 

Term loans and unsecured

    other

0.8%

 

 

 

6.0

 

 

 

1,425,513

 

 

0.9%

 

 

 

5.6

 

 

 

1,764,311

 

Secured mortgage

5.0%

 

 

 

4.8

 

 

 

439,248

 

 

3.1%

 

 

 

3.0

 

 

 

637,101

 

Total

1.6%

 

 

 

11.3

 

 

$

16,985,305

 

 

1.9%

 

 

 

10.2

 

 

$

16,849,076

 

 

(1)

The weighted average 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:

 

 

 

 

June 30, 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

%

 

$

1,034,736

 

 

 

6.1

%

 

 

2.2

%

 

$

1,019,480

 

 

 

6.1

%

 

Canadian dollar

 

 

2.7

%

 

 

292,463

 

 

 

1.7

%

 

 

2.7

%

 

 

285,708

 

 

 

1.7

%

 

Euro

 

 

1.1

%

 

 

7,057,570

 

 

 

41.6

%

 

 

1.4

%

 

 

6,549,676

 

 

 

38.8

%

 

Japanese yen

 

 

0.9

%

 

 

2,996,305

 

 

 

17.6

%

 

 

0.8

%

 

 

2,877,247

 

 

 

17.1

%

 

U.S. dollar

 

 

2.6

%

 

 

5,604,231

 

 

 

33.0

%

 

 

2.8

%

 

 

6,116,965

 

 

 

36.3

%

 

Total

 

 

1.6

%

 

$

16,985,305

 

 

 

 

 

 

 

1.9

%

 

$

16,849,076

 

 

 

 

 

 

Credit Facilities

 

We have a global senior credit facility (the “2019 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). In April 2021, we entered into a second global senior credit facility (the “2021 Global Facility”) under which we may draw in Canadian dollars, euro, Japanese yen, Mexican pesos and U.S. dollars on a revolving basis up to $1.0 billion (subject to currency fluctuations). The 2019 Global Facility is scheduled to initially mature in January 2023 and the 2021 Global Facility in April 2024; however, we may extend the maturity date for both facilities by six months on two occasions, subject to the payment of extension fees. We have the ability to increase the 2019 Global Facility to $4.5 billion and the 2021 Global Facility to $2.0 billion, subject to currency fluctuations and obtaining additional lender commitments.

 

We also have a Japanese yen revolver (the “Yen Credit Facility”) with total commitments of ¥55.0 billion ($497.3 million at June 30, 2021). We have the ability to increase the borrowing capacity of the Yen Credit Facility to ¥75.0 billion ($678.2 million at June 30, 2021), subject to obtaining additional lender commitments. The Yen Credit Facility is initially scheduled to mature in July 2024; however, we may extend the maturity date for one year, subject to the payment of extension fees.

 

We refer to the 2019 Global Facility, 2021 Global Facility and the Yen Credit Facility, collectively, as our “Credit Facilities.” Pricing for the Credit Facilities, including the spread over the applicable benchmark and the rates applicable to facility fees and letter of credit fees, varies based on the public debt ratings of the OP.

 

Liquidity

 

The following table summarizes information about our available liquidity at June 30, 2021 (in millions):

 

 

 

 

 

Aggregate lender commitments

 

 

 

 

Credit Facilities

 

$

5,036

 

Less:

 

 

 

 

Borrowings outstanding

 

 

-

 

Outstanding letters of credit

 

 

16

 

Current availability

 

$

5,020

 

Cash and cash equivalents

 

 

601

 

Total liquidity

 

$

5,621

 

 

Senior Notes

 

The following table summarizes the issuances and redemptions of senior notes during the six months ended June 30, 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

June

 

¥

65,000,000

 

 

$

587,441

 

 

0.8%

 

 

 

15.4

 

 

June 2028 – 2061

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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 weighted average interest rate represents the fixed or variable interest rates of the related debt at the issuance or redemption date.

 

(3)

The weighted average term represents the remaining maturity in years on the related debt at the issuance or redemption date.

 

During the six months ended June 30, 2021, we used the net proceeds from the issuance of the senior notes to fund the senior note redemptions, repay other indebtedness and for general corporate purposes.

 

Early Extinguishment of Debt

 

During the six months ended June 30, 2021 and 2020, we recognized $187.5 million and $66.3 million of losses on the early extinguishment of debt, respectively. The losses during both periods were driven by the redemption of certain higher interest rate senior notes before their stated maturity. We redeemed $1.5 billion of senior notes with stated maturities of 2024 and 2025, and $1.1 billion of senior notes with stated maturities between 2021 and 2024, during the six months ended June 30, 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

 

In April 2021, the multi-currency term loan (“2017 Term Loan”) was terminated, the outstanding balance paid down and the interest rate swap contracts associated with the outstanding balance of $250.3 million were settled.

 

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 June 30, 2021 (in thousands):

 

 

 

Unsecured

 

 

 

 

 

 

 

 

 

Credit

 

 

Senior

 

 

Term Loans

 

 

Secured

 

 

 

 

 

Maturity

 

Facilities

 

 

Notes

 

 

and Other

 

 

Mortgage

 

 

Total

 

2021 (1)

 

$

-

 

 

$

-

 

 

$

9,976

 

 

$

31,669

 

 

$

41,645

 

2022 (1)

 

 

-

 

 

 

534,780

 

 

 

-

 

 

 

14,012

 

 

 

548,792

 

2023

 

 

-

 

 

 

-

 

 

 

137,637

 

 

 

36,078

 

 

 

173,715

 

2024

 

 

-

 

 

 

-

 

 

 

-

 

 

 

135,588

 

 

 

135,588

 

2025

 

 

-

 

 

 

45,210

 

 

 

-

 

 

 

148,435

 

 

 

193,645

 

Thereafter

 

 

-

 

 

 

14,616,061

 

 

 

1,283,975

 

 

 

63,995

 

 

 

15,964,031

 

Subtotal

 

 

-

 

 

 

15,196,051

 

 

 

1,431,588

 

 

 

429,777

 

 

 

17,057,416

 

Premiums (discounts), net

 

 

-

 

 

 

4,250

 

 

 

-

 

 

 

11,055

 

 

 

15,305

 

Debt issuance costs, net

 

 

-

 

 

 

(79,757

)

 

 

(6,075

)

 

 

(1,584

)

 

 

(87,416

)

Total

 

$

-

 

 

$

15,120,544

 

 

$

1,425,513

 

 

$

439,248

 

 

$

16,985,305

 

 

(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.

 

Financial Debt Covenants

 

Our senior notes and term loans outstanding at June 30, 2021 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 June 30, 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.