Indebtedness

Indebtedness consisted of the following (in thousands):



Indebtedness	Collateral	Maturity	Interest Rate	September 30, 2014		December 31, 2013
Mortgage loan ⁽⁵⁾	5 hotels	March 2014	LIBOR ⁽¹⁾ + 4.50%	$	—	$	164,433
Mortgage loan ⁽⁷⁾	1 hotel	May 2014	8.32%	—		5,075
Senior credit facility ⁽⁴⁾	Various	September 2014	LIBOR⁽¹⁾+ 2.75% to 3.50%	—		—
Mortgage loan ⁽¹⁰⁾	5 hotels	November 2014	Greater of 6.40% or LIBOR ⁽¹⁾ + 6.15%	211,000		211,000
Mortgage loan ⁽⁸⁾	8 hotels	December 2014	5.75%	—		102,348
Mortgage loan ^{(6) (8)}	9 hotels	May 2015	LIBOR ⁽¹⁾ + 6.50%	—		135,000
Mortgage loan	10 hotels	July 2015	5.22%	146,530		148,991
Mortgage loan ⁽³⁾	1 hotel	September 2015	LIBOR⁽¹⁾ + 4.90%	—		69,000
Mortgage loan	8 hotels	December 2015	5.70%	93,319		94,899
Mortgage loan	5 hotels	February 2016	5.53%	106,032		107,737
Mortgage loan ⁽⁸⁾	5 hotels	February 2016	5.53%	—		89,347
Mortgage loan	5 hotels	February 2016	5.53%	76,169		77,394
Mortgage loan ⁽⁵⁾	5 hotels	February 2016	LIBOR⁽¹⁾ + 4.75%	200,000		—
Mortgage loan ^{(2) (8)}	7 hotels	August 2016	LIBOR⁽¹⁾ + 4.35%	301,000		—
Mortgage loan ^{(2) (8)}	5 hotels	August 2016	LIBOR⁽¹⁾ + 4.35%	62,900		—
Mortgage loan ⁽²⁾	1 hotel	August 2016	LIBOR⁽¹⁾ + 4.20%	37,500		—
Mortgage loan	5 hotels	April 2017	5.95%	112,250		113,343
Mortgage loan	5 hotels	April 2017	5.95%	100,895		101,878
Mortgage loan	5 hotels	April 2017	5.95%	153,525		155,019
Mortgage loan	7 hotels	April 2017	5.95%	122,802		123,997
Mortgage loan ⁽⁹⁾	1 hotel	July 2019	LIBOR⁽¹⁾ + 3.75%	5,525		—
Mortgage loan	1 hotel	November 2020	6.26%	100,246		101,268
Mortgage loan	1 hotel	January 2024	5.49%	10,709		10,800
Mortgage loan	1 hotel	January 2024	5.49%	7,337		7,400
Mortgage loan ⁽⁷⁾	1 hotel	May 2024	4.99%	6,869		—
Mortgage loan ⁽⁸⁾	3 hotels	August 2024	5.20%	67,520		—
Mortgage loan ⁽⁸⁾	2 hotels	August 2024	4.85%	12,500		—
Mortgage loan ⁽⁸⁾	3 hotels	August 2024	4.90%	24,980		—
Total				$	1,959,608	$	1,818,929

____________________________________

⁽¹⁾ LIBOR rates were 0.157% and 0.168% at September 30, 2014 and December 31, 2013, respectively.

⁽²⁾ This mortgage loan has three one-year extension options subject to satisfaction of certain conditions.

⁽³⁾This mortgage loan was assumed by Ashford Prime in connection with the sale of the Pier House Resort.

⁽⁴⁾ The senior credit facility expired in September 2014 and was not extended.

⁽⁵⁾ On January 24, 2014, we refinanced our $164.4 million loan due March 2014 with a $200.0 million loan due February 2016, with three one-year extension options, subject to the satisfaction of certain conditions. The new loan provides for an interest rate of LIBOR + 4.75%, with a LIBOR floor of 0.20%.

⁽⁶⁾ This mortgage loan had three one-year extension options subject to satisfaction of certain conditions. The first one-year extension period began in May 2014.

⁽⁷⁾On May 1, 2014, we refinanced our $5.1 million loan due May 2014 with a $6.9 million loan due May 2024, with no extension options. The new loan provides for a fixed interest rate of 4.99%.

⁽⁸⁾ On July 25, 2014, we refinanced our $135.0 million loan due May 2015, $102.3 million loan due December 2014, and $89.3 million loan due February 2016 with a $301.0 million loan due August 2016, a $62.9 million loan due August 2016, a $67.5 million loan due August 2024, a $12.5 million loan due August 2024 and a $25.0 million loan due August 2024.

⁽⁹⁾ This mortgage loan provides for an interest rate of LIBOR + 3.75% with a .25% LIBOR floor for the first 18 months and is fixed at 4.0% thereafter.

⁽¹⁰⁾ This mortgage loan had three one-year extension options subject to satisfaction of certain conditions. The first one-year extension period began in November 2014.

Our senior credit facility expired in September 2014. We do not currently plan to replace it with another credit facility. Cash flows from operations, capital market activities and property refinancing proceeds have provided sufficient liquidity throughout the term of the credit facility. Additionally, we never drew on the credit facility. Accordingly, the absence of a credit facility is not expected to have a significant impact on our liquidity.

On August 6, 2014, to fund a portion of the acquisition of the Fremont Marriott Silicon Valley hotel, we completed the financing of a $37.5 million mortgage loan. The mortgage loan bears interest at a rate of LIBOR + 4.20%. The stated maturity is August 6, 2016, with three one-year extension options. The mortgage loan is secured by the Fremont Marriott Silicon Valley hotel.

On July 31, 2014, to fund a portion of the acquisition of the Ashton hotel, we completed the financing of a $5.5 million mortgage loan. The mortgage loan bears interest at a rate of LIBOR + 3.75% (with a .25% LIBOR floor) for the first 18 months and a fixed rate of 4.0% thereafter. The stated maturity is July 31, 2019, with no extension options. The mortgage loan is secured by the Ashton hotel.

On July 25, 2014, we refinanced three mortgage loans, including our $135.0 million mortgage loan due May 2015, our $102.3 million mortgage loan due December 2014, which had an outstanding balance of $101.1 million, and our $89.3 million mortgage loan due February 2016, which had an outstanding balance of $88.5 million. The new loans total $468.9 million. As a result of the refinancing, the Homewood Suites Mobile and the Hampton Inn Terre Haute, Indiana are now unencumbered by debt. Other than the properties noted above, the new loans continue to be secured by the same hotel properties.

On May 1, 2014, we refinanced our $5.1 million loan due May 2014 with a $6.9 million loan due May 2024, with no extension options. The new loan provides for a fixed interest rate of 4.99%. The new loan continues to be secured by the same hotel property, the Courtyard Hartford-Manchester in Manchester, Connecticut.

On January 24, 2014, we refinanced our $164.4 million loan due March 2014 with a $200.0 million loan due February 2016, with three one-year extension options, subject to the satisfaction of certain conditions. The new loan provides for an interest rate of LIBOR + 4.75%, with a LIBOR floor of 0.20%. The new loan continues to be secured by the same five hotels that secured the original loan, including: the Embassy Suites Philadelphia Airport, Embassy Suites Walnut Creek, Sheraton Mission Valley San Diego, Sheraton Anchorage and the Hilton Minneapolis/St Paul Airport Mall of America.

We are required to maintain certain financial ratios under various debt and derivative agreements. If we violate covenants in any debt or derivative agreement, we could be required to repay a portion of our indebtedness before maturity at a time when we might be unable to arrange financing for such repayment on attractive terms, if at all. Violations of certain debt covenants may result in us being unable to borrow unused amounts under a line of credit, even if repayment of some or all borrowings is not required. The assets of certain of our subsidiaries are pledged under non-recourse indebtedness and are not available to satisfy the debts and other obligations of Ashford Trust or AHLP, our operating partnership, and the liabilities of such subsidiaries do not constitute the obligations of Ashford Trust or AHLP. Presently, our existing financial covenants are non-recourse and primarily relate to maintaining minimum debt coverage ratios, maintaining an overall minimum net worth, maintaining a maximum loan-to-value ratio, and maintaining an overall minimum total assets. As of September 30, 2014, we were in compliance in all material respects with all covenants or other requirements set forth in our debt and related agreements as amended.

We have derivative agreements that incorporate the loan covenant provisions of our senior credit facility (which expried in September 2014) requiring us to maintain certain minimum financial covenant ratios with respect to our indebtedness. Failure to comply with these covenant provisions would result in us being in default on any derivative instrument obligations covered by the applicable agreement. At September 30, 2014, we were in compliance with all the covenants incorporated from the senior credit facility and the fair value of derivatives that incorporate our senior credit facility covenant provisions was an asset of $101,000.