Debt

Bank Line of Credit and Term Loans

On October 19, 2017, the Company executed a $2.0 billion unsecured revolving line of credit facility (the “Facility”), which matures on October 19, 2021 and contains two, six-month extension options. Borrowings under the Facility accrue interest at LIBOR plus a margin that depends upon the Company’s credit ratings. The Company pays a facility fee on the entire revolving commitment that depends on its credit ratings. Based on the Company’s credit ratings at December 31, 2017, the margin on the Facility was 1.00%, and the facility fee was 0.20%. The Facility also includes a feature that allows the Company to increase the borrowing capacity by an aggregate amount of up to $750 million, subject to securing additional commitments. At December 31, 2017, the Company had $1.0 billion, including £105 million ($142 million), outstanding under the Facility with a weighted average effective interest rate of 2.74%.

In March 2017, the Company repaid a £137 million unsecured term loan.

On June 30, 2017, the Company repaid £51 million of its four-year unsecured term loan entered into in January 2015 (the "2015 Term Loan"). Concurrently, the Company terminated its three-year interest rate swap which fixed the interest of the 2015 Term Loan and therefore, beginning June 30, 2017, the 2015 Term Loan accrued interest at a rate of GBP LIBOR plus 1.15%, subject to adjustments based on the Company's credit ratings. At December 31, 2017 the Company had £169 million ($229 million) outstanding on the 2015 Term Loan. The 2015 Term Loan contains a one-year committed extension option. The Company has a one–time right to repay the outstanding GBP balance and re-borrow in USD with all other key terms unchanged.

The Facility and 2015 Term Loan contain certain financial restrictions and other customary requirements, including cross-default provisions to other indebtedness. Among other things, these covenants, using terms defined in the agreements: (i) limit the ratio of Consolidated Total Indebtedness to Consolidated Total Asset Value to 60%, (ii) limit the ratio of Secured Debt to Consolidated Total Asset Value to 30%, (iii) limit the ratio of Unsecured Debt to Consolidated Unencumbered Asset Value to 60%; (iv) require a minimum Fixed Charge Coverage ratio of 1.5 times; and (v) require a Minimum Consolidated Tangible Net Worth of $6.5 billion at December 31, 2017. At December 31, 2017, the Company was in compliance with each of these restrictions and requirements of the Facility and 2015 Term Loan.

Senior Unsecured Notes

At December 31, 2017, the Company had senior unsecured notes outstanding with an aggregate principal balance of $6.45 billion. The senior unsecured notes contain certain covenants including limitations on debt, maintenance of unencumbered assets, cross-acceleration provisions and other customary terms. The Company believes it was in compliance with these covenants at December 31, 2017.

The following table summarizes the Company’s senior unsecured notes payoffs for the periods presented (dollars in thousands):



Period	Amount		Coupon Rate
Year ended December 31, 2017
May 1, 2017	$	250,000	5.625	%
July 27, 2017	$	500,000	5.375	%
Year ended December 31, 2016:
February 1, 2016	$	500,000	3.750	%
September 15, 2016	$	400,000	6.300	%
November 30, 2016	$	500,000	6.000	%
November 30, 2016	$	600,000	6.700	%

During the years ended December 31, 2017 and 2016, the Company recorded losses on debt extinguishment related to the repurchase of senior notes of $54 million and $46 million, respectively.

There were no senior unsecured notes issuances for either of the years ended December 31, 2017 and 2016.

Mortgage Debt

At December 31, 2017, the Company had $139 million in aggregate principal of mortgage debt outstanding, which is secured by 16 healthcare facilities (including redevelopment properties) with a carrying value of $299 million. In March 2017, the Company paid off $472 million of mortgage debt.

Mortgage debt generally requires monthly principal and interest payments, is collateralized by real estate assets and is generally non-recourse. Mortgage debt typically restricts transfer of the encumbered assets, prohibits additional liens, restricts prepayment, requires payment of real estate taxes, requires maintenance of the assets in good condition, requires maintenance of insurance on the assets and includes conditions to obtain lender consent to enter into or terminate material leases. Some of the mortgage debt is also cross-collateralized by multiple assets and may require tenants or operators to maintain compliance with the applicable leases or operating agreements of such real estate assets.

Debt Maturities

The following table summarizes the Company’s stated debt maturities and scheduled principal repayments at December 31, 2017 (dollars in thousands):



	Bank Line of Credit⁽¹⁾		Term Loan⁽²⁾			Senior Unsecured Notes⁽³⁾					Mortgage Debt⁽⁴⁾				Total⁽⁵⁾
Year	Bank Line of Credit⁽¹⁾		Term Loan⁽²⁾			Amount			Interest Rate		Amount		Interest Rate		Total⁽⁵⁾
2018	$	—	$	—		$	—		—	%	$	3,512	—	%	$	3,512
2019	—		228,674			450,000			3.95	%	3,700		—	%	682,374
2020	—		—			800,000			2.79	%	3,758		5.08	%	803,758
2021	1,017,076		—			700,000			5.49	%	11,117		5.26	%	1,728,193
2022	—		—			900,000			3.93	%	2,861		—	%	902,861
Thereafter	—		—			3,600,000			4.36	%	113,619		4.09	%	3,713,619
	1,017,076		228,674			6,450,000					138,567				7,834,317
Discounts, premium and debt costs, net	—		(386		)	(53,549		)			5,919				(48,016		)
	$	1,017,076	$	228,288		$	6,396,451				$	144,486			$	7,786,301

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(1)	Includes £105 million translated into USD.


(2)	Represents £169 million translated into USD.


(3)	Interest rates on the notes ranged from 2.79% to 6.88% with a weighted average effective rate of 4.19% and a weighted average maturity of six years.


(4)	Interest rates on the mortgage debt ranged from 2.08% to 5.91% with a weighted average effective interest rate of 4.19% and a weighted average maturity of 20 years.


(5)	Excludes $94 million of other debt that have no scheduled maturities. Other debt represents (i) $61 million of non-interest bearing life care bonds and occupancy fee deposits at certain of the Company's senior housing facilities and (ii) $33 million of on-demand notes from the CCRC JV which bear interest at a rate of 3.6%.