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Debt
6 Months Ended
Jun. 30, 2016
Debt Disclosure [Abstract]  
Debt

4. Debt

The following is a summary of our debt (dollar amounts in thousands):

 

     As of June 30, 2016     As of December 31, 2015  
     Balance      Interest Rate     Balance      Interest Rate  

Revolving credit facility

   $ 25,000         Variable      $ 1,100,000         Variable   

2006 Senior Unsecured Notes

     125,000         Various        125,000         Various   

2011 Senior Unsecured Notes

     450,000         6.875     450,000         6.875

2012 Senior Unsecured Notes:

          

Principal amount

     350,000         6.375     350,000         6.375

Unamortized premium

     1,991           2,168      
  

 

 

      

 

 

    
     351,991           352,168      

2013 Senior Unsecured Notes (A)

     222,120         5.750     217,240         5.750

2014 Senior Unsecured Notes

     300,000         5.500     300,000         5.500

2015 Senior Unsecured Notes (A)

     555,300         4.000     543,100         4.000

2016 Senior Unsecured Notes

     500,000         6.375     —          —    

Term loans

     263,253         Various        263,400         Various   
  

 

 

      

 

 

    
   $ 2,792,664         $ 3,350,908      

Debt issue costs, net

     (34,029        (28,367   
  

 

 

      

 

 

    
   $ 2,758,635         $ 3,322,541      
  

 

 

      

 

 

    

 

(A) These notes are Euro-denominated and reflect the exchange rate at June 30, 2016 and December 31, 2015, respectively.

 

As of June 30, 2016, principal payments due on our debt (which exclude the effects of any discounts, premiums, or debt issue costs recorded) are as follows (in thousands):

 

2016

   $ 125,152 (A) 

2017

     320   

2018

     37,781   

2019

     250,000   

2020

     222,120   

Thereafter

     2,155,300   
  

 

 

 

Total

   $ 2,790,673   
  

 

 

 

 

(A) $65 million of our 2006 Senior Unsecured Notes were paid in full in July 2016, while the remaining $60 million will mature in October 2016.

On February 22, 2016, we completed a $500 million senior unsecured notes offering (“2016 Senior Unsecured Notes”), proceeds of which were used to repay borrowings under our revolving credit facility. Interest on the notes will be payable on March 1 and September 1 of each year, commencing on September 1, 2016. Interest on the notes will be paid in cash at a rate of 6.375% per year. The notes mature on March 1, 2024. We may redeem some or all of the notes at any time prior to March 1, 2019 at a “make whole” redemption price. On or after March 1, 2019, we may redeem some or all of the notes at a premium that will decrease over time. In addition, at any time prior to March 1, 2019, we may redeem up to 35% of the notes at a redemption price equal to 106.375% of the aggregate principal amount thereof, plus accrued and unpaid interest thereon, using proceeds from one or more equity offerings. In the event of a change in control, each holder of the notes may require us to repurchase some or all of the notes at a repurchase price equal to 101% of the aggregate principal amount of the notes plus accrued and unpaid interest to the date of purchase.

During the second quarter 2010, we entered into an interest rate swap to manage our exposure to variable interest rates by fixing $65 million of our 2006 Senior Unsecured Notes, which started July 31, 2011 (date on which the interest rate turned variable) through maturity date (or July 2016), at a rate of 5.507%. We also entered into an interest rate swap to fix $60 million of our 2006 Senior Unsecured Notes which started October 31, 2011 (date on which the related interest rate turned variable) through the maturity date (or October 2016) at a rate of 5.675%. The fair value of the interest rate swaps was $1.3 million and $2.9 million as of June 30, 2016 and December 31, 2015, respectively, which is reflected in accounts payable and accrued expenses on the consolidated balance sheets.

We account for our interest rate swaps as cash flow hedges. Accordingly, the effective portion of changes in the fair value of our swaps is recorded as a component of accumulated other comprehensive income/loss on the balance sheet and reclassified into earnings in the same period, or periods, during which the hedged transactions effect earnings, while any ineffective portion is recorded through earnings immediately. We did not have any hedge ineffectiveness from inception of our interest rate swaps through June 30, 2016 and therefore, there was no income statement effect recorded during the three and six month periods ended June 30, 2016 or 2015. We do expect current losses included in accumulated other comprehensive loss to be reclassified into earnings through October 2016. At June 30, 2016 and December 31, 2015, we have posted $0.8 million and $1.7 million of collateral related to our interest rate swaps, respectively, which is reflected in other assets on our consolidated balance sheets.

Covenants

Our debt facilities impose certain restrictions on us, including restrictions on our ability to: incur debts; create or incur liens; provide guarantees in respect of obligations of any other entity; make redemptions and repurchases of our capital stock; prepay, redeem or repurchase debt; engage in mergers or consolidations; enter into affiliated transactions; dispose of real estate or other assets; and change our business. In addition, the credit agreements governing our revolving credit facility and term loan limit the amount of dividends we can pay as a percentage of normalized adjusted funds from operations (“FFO”), as defined in the agreements, on a rolling four quarter basis. At June 30, 2016, the dividend restriction was 95% of normalized adjusted FFO. The indentures governing our senior unsecured notes also limit the amount of dividends we can pay based on the sum of 95% of funds from operations, proceeds of equity issuances and certain other net cash proceeds. Finally, our senior unsecured notes require us to maintain total unencumbered assets (as defined in the related indenture) of not less than 150% of our unsecured indebtedness.

In addition to these restrictions, the revolving credit facility and term loan contain customary financial and operating covenants, including covenants relating to our total leverage ratio, fixed charge coverage ratio, secured leverage ratio, consolidated adjusted net worth, unsecured leverage ratio, and unsecured interest coverage ratio. This facility also contains customary events of default, including among others, nonpayment of principal or interest, material inaccuracy of representations and failure to comply with our covenants. If an event of default occurs and is continuing under the facility, the entire outstanding balance may become immediately due and payable. At June 30, 2016, we were in compliance with all such financial and operating covenants.

 

At June 30, 2016, the unsecured leverage ratio covenant was 77.5%. In September 2016, the unsecured leverage ratio will reset to 65%. We are currently in compliance with the reset leverage covenant.