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Revolving Credit Facilities, Term Loans, Mortgages Payable and Scheduled Principal Repayments
12 Months Ended
Dec. 31, 2012
Revolving Credit Facilities, Term Loans, Mortgages Payable and Scheduled Principal Repayments

6.    Revolving Credit Facilities, Term Loans, Mortgages Payable and Scheduled Principal Repayments

The following table discloses certain information regarding the Company’s revolving credit facilities, term loan and mortgages payable (in millions):

 

     Carrying Value
at December 31,
     Weighted-
Average
Interest Rate
at
December 31,
    Maturity Date
at December 31,
2012
 
     2012      2011      2012     2011    

Unsecured indebtedness:

            

Unsecured Credit Facility

   $ 117.9      $ 102.4        2.2     2.7     February 2016   

PNC Facility

     30.0        40.0        1.9     1.9     February 2016   

Unsecured Term Loan — Tranche 1

     50.0               2.3     N/A       January 2017   

Unsecured Term Loan — Tranche 2

     300.0               3.4     N/A       January 2019   

Secured indebtedness:

            

Secured Term Loan

     400.0        500.0        2.2     3.0     September 2014   

Mortgage indebtedness — Fixed Rate

     1,187.9        1,230.4        4.9     5.4    

 

March 2013 -

February 2022

  

  

Mortgage indebtedness — Variable Rate

     86.2        91.0        1.7     2.0    

 

April 2013 -

December 2037

  

  

Tax-exempt certificates — Fixed Rate

            1.0              6.9     N/A   

Revolving Credit Facilities

The Company maintains an unsecured revolving credit facility with a syndicate of financial institutions arranged by JP Morgan Securities, LLC and Wells Fargo Securities, LLC (the “Unsecured Credit Facility”). The Unsecured Credit Facility provides for borrowings of up to $750 million, if certain financial covenants are maintained, and an accordion feature for expansion of availability to $1.25 billion upon the Company’s request, provided that new or existing lenders agree to the existing terms of the facility and increase their commitment level. The Unsecured Credit Facility includes a competitive bid option on periodic interest rates for up to 50% of the facility. The Unsecured Credit Facility also provides for an annual facility fee, which was 35 basis points on the entire facility at December 31, 2012. The Unsecured Credit Facility also allows for foreign currency-denominated borrowings. At December 31, 2012, the Company had US$6.2 million of Euro-denominated borrowings and US$51.7 million of Canadian dollar borrowings outstanding (Note 8). The Unsecured Credit Facility was amended in 2013 (Note 18).

The Company also maintains a $65 million unsecured revolving credit facility with PNC Bank, National Association (the “PNC Facility” and, together with the Unsecured Credit Facility, the “Revolving Credit Facilities”). The PNC Facility reflects terms consistent with those contained in the Unsecured Credit Facility. The PNC Facility was amended in 2013 (Note 18).

The Company’s borrowings under the Revolving Credit Facilities bear interest at variable rates at the Company’s election, based on either (i) the prime rate plus a specified spread (0.65% at December 31, 2012), as defined in the respective facility, or (ii) LIBOR, plus a specified spread (1.65% at December 31, 2012). The specified spreads vary depending on the Company’s long-term senior unsecured debt rating from Moody’s Investors Service (“Moody’s”) and Standard and Poor’s. The Company is required to comply with certain covenants under the Revolving Credit Facilities relating to total outstanding indebtedness, secured indebtedness, maintenance of unencumbered real estate assets and fixed charge coverage. The Company was in compliance with these covenants at December 31, 2012.

Unsecured Term Loan

In 2012, the Company entered into a $350 million unsecured term loan (the “Unsecured Term Loan”) with a syndicate of financial institutions, for which Wells Fargo Bank National Association and PNC Bank serve as the administrative agents. As of December 31, 2012, the Unsecured Term Loan consisted of a $50 million tranche (“Tranche 1”) and a $300 million tranche (“Tranche 2”). The Unsecured Term Loan bears interest at variable rates based on LIBOR, as defined in the loan agreement, plus a specified spread based on the Company’s long-term senior unsecured debt rating (1.7% and 2.1% for Tranche 1 and Tranche 2, respectively, at December 31, 2012). The Company is required to comply with covenants similar to those contained in the Revolving Credit Facilities. The Company was in compliance with these covenants at December 31, 2012.

Secured Term Loan

The Company maintains a collateralized term loan with a syndicate of financial institutions, for which KeyBank National Association serves as the administrative agent (the “Secured Term Loan” together with the Unsecured Term Loan, “Term Loans”). The Secured Term Loan provides for borrowings of $500 million with an accordion feature for expansion up to $600 million upon the Company’s request, provided that new or existing lenders agree to the existing terms of the facility and increase their commitment level. The Secured Term Loan matures in September 2014 with a one-year extension option. Borrowings under the Secured Term Loan bear interest at variable rates based on LIBOR, as defined in the loan agreement, plus a specified spread (1.7% at December 31, 2012) based on the Company’s long-term senior unsecured debt rating. The collateral for the Secured Term Loan is real estate assets, or investment interests in certain assets, that are already encumbered by first mortgage loans. The Company is required to comply with covenants similar to those contained in the Revolving Credit Facilities. The Company was in compliance with these covenants at December 31, 2012. The Secured Term Loan was amended in 2013 (Note 18).

Mortgages Payable

At December 31, 2012, mortgages payable, collateralized by investments and real estate with a net book value of $2.2 billion, and related tenant leases are generally due in monthly installments of principal and/or interest. Fixed interest rates on mortgages payable range from approximately 3.4% to 9.8%.

Scheduled Principal Repayments

As of December 31, 2012, the scheduled principal payments of the Revolving Credit Facilities, Term Loans, senior notes (Note 7) and mortgages payable, excluding extension options, for the next five years and thereafter are as follows (in thousands):

 

Year

   Amount  

2013

   $ 66,640  

2014

     772,829  

2015

     514,546  

2016

     459,705  

2017

     375,293  

Thereafter

     2,118,627  
  

 

 

 
     4,307,640  

Unamortized fair market value of assumed debt

     11,503  
  

 

 

 

Total indebtedness

   $ 4,319,143  
  

 

 

 

Total gross fees paid by the Company for the Revolving Credit Facilities and Term Loans in 2012, 2011 and 2010 aggregated $3.0 million, $4.0 million and $2.9 million, respectively. For the years ended December 31, 2012, 2011 and 2010, the Company incurred debt extinguishment costs (including the write-off of unamortized debt issuance costs) associated with the prepayment of mortgages payable of $0.4 million, $7.9 million and $4.2 million, respectively, which are reflected in other expense in the Company’s consolidated statements of operations.