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Debt
 6 Months Ended
Jun. 30, 2020
Debt Disclosure [Abstract]  
Debt Debt
Bank Line of Credit and Term Loans
On May 23, 2019, the Company executed a $2.5 billion unsecured revolving line of credit facility (the “Revolving Facility”), which matures on May 23, 2023 and contains two, six month extension options, subject to certain customary conditions. Borrowings under the Revolving Facility accrue interest at LIBOR plus a margin that depends on credit ratings of the Company’s senior unsecured long-term debt. The Company pays a facility fee on the entire revolving commitment that depends on its credit ratings. Based on those credit ratings at June 30, 2020, the margin on the Revolving Facility was 0.825% and the facility fee was 0.15%. At June 30, 2020, the Company had no balance outstanding under the Revolving Facility.
In May 2019, the Company also entered into a $250 million unsecured term loan facility, which the Company fully drew down on June 20, 2019 (the “2019 Term Loan” and, together with the Revolving Facility, the “Facilities”). The 2019 Term Loan matures on May 23, 2024. Based on credit ratings for the Company’s senior unsecured long-term debt at June 30, 2020, the 2019 Term Loan accrues interest at a rate of LIBOR plus 0.90%, with a weighted average effective interest rate of 1.17%.
The Facilities include 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. The Facilities also 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 Enterprise Total Indebtedness to Enterprise Gross Asset Value to 60%; (ii) limit the ratio of Enterprise Secured Debt to Enterprise Gross Asset Value to 40%; (iii) limit the ratio of Enterprise Unsecured Debt to Enterprise 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 $7.0 billion. At June 30, 2020, the Company believes it was in compliance with each of these restrictions and requirements of the Facilities.
Commercial Paper Program
In September 2019, the Company established an unsecured commercial paper program (the “Commercial Paper Program”). Under the terms of the Commercial Paper Program, the Company may issue, from time to time, unsecured short-term debt securities with varying maturities. Amounts available under the Commercial Paper Program may be borrowed, repaid, and re-borrowed from time to time, with the maximum aggregate face or principal amount outstanding at any one time not exceeding $1.0 billion. Amounts borrowed under the Commercial Paper Program will be sold on terms that are customary for the U.S. commercial paper market and will be at least equal in right of payment with all of the Company’s other unsecured and unsubordinated indebtedness. The Company intends to use its Revolving Facility as a liquidity backstop for the repayment of unsecured short-term debt securities issued under the Commercial Paper Program. As of June 30, 2020, the Company had no balance outstanding under the Commercial Paper Program.
Senior Unsecured Notes
At June 30, 2020, the Company had senior unsecured notes outstanding with an aggregate principal balance of $6.1 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 June 30, 2020.
The following table summarizes the Company’s senior unsecured notes issuances during the six months ended June 30, 2020 (dollars in thousands):
Issue Date
 
Amount
 
Coupon Rate
 
Maturity Date
June 23, 2020
 
$
600,000

 
2.875
%
 
2031
The following table summarizes the Company’s senior unsecured notes payoffs during the six months ended June 30, 2020 (dollars in thousands):
Payoff Date
 
Amount
 
Coupon Rate
 
Maturity Date
June 24, 2020(1)
 
$
250,000

 
4.250
%
 
2023
_______________________________________
(1)
Upon repurchasing a portion of the 4.250% senior unsecured notes due 2023, the Company recognized a $26 million loss on debt extinguishment.
In July 2020, using the remaining net proceeds from the senior unsecured notes offering on June 23, 2020, the Company redeemed all $300 million aggregate principal amount of 3.150% senior unsecured notes due in 2022 and will recognize a loss on debt extinguishment of approximately $18 million during the third quarter of 2020.
In June 2019, the Company priced a public offering of $650 million aggregate principal amount of 3.250% senior unsecured notes due 2026 and $650 million aggregate principal amount of 3.500% senior unsecured notes due 2029 (together, the “Notes”). The Notes were issued and the proceeds were received on July 5, 2019, as disclosed in the table below. Using the net proceeds from the Notes offering, in July 2019, the Company redeemed and repurchased certain senior unsecured notes, as listed in the payoffs table below.
The following table summarizes the Company’s senior unsecured notes issuances during the year ended December 31, 2019 (dollars in thousands):
Issue Date
 
Amount
 
Coupon Rate
 
Maturity Date
November 21, 2019
 
$
750,000

 
3.000
%
 
2030
July 5, 2019
 
$
650,000

 
3.250
%
 
2026
July 5, 2019
 
$
650,000

 
3.500
%
 
2029

The following table summarizes the Company’s senior unsecured notes payoffs during the year ended December 31, 2019 (dollars in thousands):
Payoff Date
 
Amount
 
Coupon Rate
 
Maturity Date
November 21, 2019(1)
 
$
350,000

 
4.000
%
 
2022
July 22, 2019(2)
 
$
800,000

 
2.625
%
 
2020
July 8, 2019(2)
 
$
250,000

 
4.000
%
 
2022
July 8, 2019(2)
 
$
250,000

 
4.250
%
 
2023

_______________________________________
(1)
The Company recognized a $22 million loss on debt extinguishment related to the repurchase of senior notes.
(2)
Upon completing the redemption of the 2.625% senior unsecured notes due February 2020 and repurchasing a portion of the 4.250% senior unsecured notes due 2023 and the 4.000% senior unsecured notes due 2022, the Company recognized a $35 million loss on debt extinguishment.
Mortgage Debt
At June 30, 2020, the Company had $470 million in aggregate principal of mortgage debt outstanding (excluding mortgage debt on assets held for sale), which is secured by 19 healthcare facilities with an aggregate carrying value of $976 million.
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 insurance on the assets, and includes conditions to obtain lender consent to enter into or terminate material leases. Some of the mortgage debt may require tenants or operators to maintain compliance with the applicable leases or operating agreements of such real estate assets.
In May 2019, upon acquiring three senior housing assets from Oakmont, the Company assumed $50 million of secured mortgage debt maturing in 2028 and having a weighted average interest rate of 4.83%. In July 2019, upon acquiring five additional senior housing assets from Oakmont, the Company assumed an additional $112 million of secured mortgage debt with maturity dates ranging from 2027 to 2033 and a weighted average interest rate of 4.89% (see Note 4).
Debt Maturities
The following table summarizes the Company’s stated debt maturities and scheduled principal repayments at June 30, 2020 (in thousands):
Year
 
Bank Line of
Credit
 
Commercial Paper
 
Term Loan
 
Senior
Unsecured
Notes(1)
 
Mortgage
Debt(2)
 
Total
2020 (six months)
 
$
—

 
$
—

 
$
—

 
$
—

 
$
4,205

 
$
4,205

2021
 
—

 
—

 
—

 
—

 
16,165

 
16,165

2022
 
—

 
—

 
—

 
300,000

 
8,417

 
308,417

2023
 
—

 
—

 
—

 
300,000

 
93,609

 
393,609

2024
 
—

 
—

 
250,000

 
1,150,000

 
6,939

 
1,406,939

Thereafter
 
—

 
—

 
—

 
4,300,000

 
340,925

 
4,640,925

 
 
—

 
—

 
250,000

 
6,050,000

 
470,260

 
6,770,260

(Discounts), premium and debt costs, net
 
—

 
—

 
(938
)
 
(57,807
)
 
17,272

 
(41,473
)
 
 
—

 
—

 
249,062

 
5,992,193

 
487,532

 
6,728,787

Debt on assets held for sale(3)
 
—

 
—

 
—

 
—

 
27,645

 
27,645

 
 
$
—

 
$
—

 
$
249,062

 
$
5,992,193

 
$
515,177

 
$
6,756,432

_______________________________________
(1)
Effective interest rates on the senior notes range from 3.08% to 6.87% with a weighted average effective interest rate of 3.83% and a weighted average maturity of 7 years. As noted above, in July 2020, the Company redeemed all $300 million aggregate principal amount of 3.15% senior unsecured notes due in 2022.
(2)
Excluding mortgage debt on assets held for sale, effective interest rates on the mortgage debt range from 1.34% to 5.91% with a weighted average effective interest rate of 3.87% and a weighted average maturity of 9 years.
(3)
Represents mortgage debt on assets held for sale with an interest rate of 3.45% and maturity in 2044.