XML 31 R18.htm IDEA: XBRL DOCUMENT v3.8.0.1
SENIOR NOTES PAYABLE AND OTHER DEBT
9 Months Ended
Sep. 30, 2017
Debt Disclosure [Abstract]  
SENIOR NOTES PAYABLE AND OTHER DEBT
NOTE 10—SENIOR NOTES PAYABLE AND OTHER DEBT
The following is a summary of our senior notes payable and other debt as of September 30, 2017 and December 31, 2016:
 
September 30, 2017
 
December 31, 2016
 
(In thousands)
Unsecured revolving credit facility (1)
$
538,911

 
$
146,538

1.250% Senior Notes due 2017

 
300,000

2.00% Senior Notes due 2018
700,000

 
700,000

Unsecured term loan due 2018 (2)

 
200,000

Unsecured term loan due 2019 (2)

 
371,215

4.00% Senior Notes due 2019
600,000

 
600,000

3.00% Senior Notes, Series A due 2019 (3)
320,847

 
297,841

2.700% Senior Notes due 2020
500,000

 
500,000

Unsecured term loan due 2020
900,000

 
900,000

4.750% Senior Notes due 2021
700,000

 
700,000

4.25% Senior Notes due 2022
600,000

 
600,000

3.25% Senior Notes due 2022
500,000

 
500,000

3.300% Senior Notes due 2022 (3)
200,529

 
186,150

Secured revolving construction credit facility due 2022

 

3.125% Senior Notes due 2023
400,000

 
400,000

3.100% Senior Notes due 2023
400,000

 

2.55% Senior Notes, Series D due 2023 (3)
220,582

 

3.750% Senior Notes due 2024
400,000

 
400,000

4.125% Senior Notes, Series B due 2024 (3)
200,529

 
186,150

3.500% Senior Notes due 2025
600,000

 
600,000

4.125% Senior Notes due 2026
500,000

 
500,000

3.25% Senior Notes due 2026
450,000

 
450,000

3.850% Senior Notes due 2027
400,000

 

6.90% Senior Notes due 2037
52,400

 
52,400

6.59% Senior Notes due 2038
22,973

 
22,973

5.45% Senior Notes due 2043
258,750

 
258,750

5.70% Senior Notes due 2043
300,000

 
300,000

4.375% Senior Notes due 2045
300,000

 
300,000

Mortgage loans and other
1,446,097

 
1,718,897

Total
11,511,618

 
11,190,914

Deferred financing costs, net
(76,372
)
 
(61,304
)
Unamortized fair value adjustment
18,866

 
25,224

Unamortized discounts
(29,967
)
 
(27,508
)
Senior notes payable and other debt
$
11,424,145

 
$
11,127,326


(1) 
As of September 30, 2017 and December 31, 2016, respectively, $40.8 million and $146.5 million of aggregate borrowings were denominated in Canadian dollars. Aggregate borrowings of $31.1 million were denominated in British pounds as of September 30, 2017. There were no aggregate borrowings denominated in British pounds as of December 31, 2016.
(2) 
As of December 31, 2016, there was $571.2 million of unsecured term loan borrowings under our unsecured credit facility, of which $92.6 million was in the form of Canadian dollars. In August 2017, we repaid the balances then outstanding on the term loans.
(3) 
These borrowings are in the form of Canadian dollars.

As of September 30, 2017, our indebtedness had the following maturities:
 
Principal Amount
Due at Maturity
 
Unsecured
Revolving Credit
Facility (1)
 
Scheduled Periodic
Amortization
 
Total Maturities
 
(In thousands)
2017
$
18,539

 
$

 
$
6,273

 
$
24,812

2018
901,879

 

 
20,824

 
922,703

2019
1,333,378

 

 
14,878

 
1,348,256

2020
1,437,725

 

 
11,996

 
1,449,721

2021
772,837

 
538,911

 
10,545

 
1,322,293

Thereafter (2)
6,327,024

 

 
116,809

 
6,443,833

Total maturities
$
10,791,382

 
$
538,911

 
$
181,325

 
$
11,511,618

(1) 
As of September 30, 2017, we had $85.1 million of unrestricted cash and cash equivalents, for $453.8 million of net borrowings outstanding under our unsecured revolving credit facility.
(2) 
Includes $52.4 million aggregate principal amount of our 6.90% senior notes due 2037 that is subject to repurchase, at the option of the holders, on October 1, 2027, and $23.0 million aggregate principal amount of 6.59% senior notes due 2038 that is subject to repurchase, at the option of the holders, on July 7 in each of 2018, 2023 and 2028.
Credit Facilities and Unsecured Term Loans
In April 2017, we entered into an unsecured credit facility comprised of a $3.0 billion unsecured revolving credit facility, priced at LIBOR plus 0.875%, that replaced our previous $2.0 billion unsecured revolving credit facility priced at LIBOR plus 1.0%. The new unsecured credit facility was also comprised of our $200.0 million term loan that was scheduled to mature in 2018 and our $278.6 million term loan that was scheduled to mature in 2019. The 2018 and 2019 term loans were priced at LIBOR plus 1.05%. In August 2017, we used most of the proceeds from the sale of 22 SNFs to repay the balances then outstanding on the 2018 and 2019 term loans, and recognized a loss on extinguishment of debt of $0.5 million. See "NOTE 5-DISPOSITIONS”.    

The revolving credit facility matures in 2021, but may be extended at our option subject to the satisfaction of certain conditions for two additional periods of six months each. The revolving credit facility also includes an accordion feature that permits us to increase our aggregate borrowing capacity thereunder to up to $3.75 billion.

As of September 30, 2017, we had $538.9 million of borrowings outstanding, $14.5 million of letters of credit outstanding and $2.4 billion of unused borrowing capacity available under our revolving credit facility.    

As of September 30, 2017, we also had a $900.0 million term loan due 2020 priced at LIBOR plus 0.975%.         

In September 2017, we entered into a new $400.0 million secured revolving construction credit facility which matures in 2022 and will be primarily used to finance life science and innovation center and other construction projects. As of September 30, 2017, there were no borrowings outstanding under the secured revolving construction credit facility.

Senior Notes

In March 2017, our wholly-owned subsidiary, Ventas Realty, Limited Partnership (“Ventas Realty”), issued and sold $400.0 million aggregate principal amount of 3.100% senior notes due 2023 at a public offering price equal to 99.280% of par, for total proceeds of $397.1 million before the underwriting discount and expenses, and $400.0 million aggregate principal amount of 3.850% senior notes due 2027 at a public offering price equal to 99.196% of par, for total proceeds of $396.8 million before the underwriting discount and expenses.

In April 2017, we repaid in full, at par, $300.0 million aggregate principal amount then outstanding of our 1.250% senior notes due 2017 upon maturity.

In June 2017, our wholly-owned subsidiary, Ventas Canada Finance Limited issued and sold C$275.0 million aggregate principal amount of 2.55% senior notes, Series D due 2023 at a price equal to 99.954% of par, for total proceeds of C$274.9 million before the agent fees and expenses. The notes were offered on a private placement basis in Canada. We used part of the proceeds to repay C$124.4 million on our unsecured term loan due 2019.

Mortgage Loan Obligations

During the nine months ended September 30, 2017, we repaid in full mortgage loans outstanding in the aggregate principal amount of $307.5 million.    

Derivatives and Hedging
In January and February 2017, we entered into a total of $275 million of notional forward starting swaps with an effective date of April 3, 2017 that reduced our exposure to fluctuations in interest rates related to changes in rates between the trade dates of the swaps and the forecasted issuance of long-term debt. The rate on the notional amounts was locked at a weighted average rate of 2.33%. In March 2017, these swaps were terminated in conjunction with our issuance of the 3.850% senior notes due 2027, which resulted in a $0.8 million gain that is being recognized over the life of the notes using the effective interest method.
In March 2017, we entered into interest rate swaps totaling a notional amount of $400 million with a maturity of January 15, 2023, effectively converting fixed rate debt to three month LIBOR-based floating rate debt.  As a result, we will receive a fixed rate on the swap of 3.10% and will pay a floating rate equal to three month LIBOR plus a weighted average swap spread of 0.98%.
In June 2017, we entered into a total of $125 million of notional forward starting swaps with an effective date of January 15, 2018 and a maturity of January 15, 2028, that reduced our exposure to fluctuations in interest rates related to changes in rates between the trade dates of the swaps and the forecasted issuance of long-term debt. The rate on the notional amounts was locked at a weighted average rate of 2.1832%.