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Notes and Bonds Payable
12 Months Ended
Dec. 31, 2012
Debt Disclosure [Abstract]  
Notes and Bonds Payable
Notes and Bonds Payable
The table below details the Company’s notes and bonds payable. 
 
December 31,
Maturity
Dates
 
Contractual
Interest Rates
 
Principal
Payments
 
Interest
Payments
(Dollars in thousands)
2012
 
2011
 
 
Unsecured Credit Facility
$
110,000

 
212,000

2/17
 
LIBOR + 1.40%
 
At maturity
 
Quarterly
Senior Notes due 2014, net of discount
264,522

 
264,371

4/14
 
5.125%
 
At maturity
 
Semi-Annual
Senior Notes due 2017, net of discount
298,728

 
298,465

1/17
 
6.500%
 
At maturity
 
Semi-Annual
Senior Notes due 2021, net of discount
397,307

 
397,052

1/21
 
5.750%
 
At maturity
 
Semi-Annual
Mortgage notes payable, net of discount and including premiums
222,487

 
221,649

4/13-10/30
 
5.000%-7.625%
 
Monthly
 
Monthly
 
$
1,293,044

 
$
1,393,537

 
 
 
 
 
 
 

The Company’s various debt agreements contain certain representations, warranties, and financial and other covenants customary in such loan agreements. Among other things, these provisions require the Company to maintain certain financial ratios and minimum tangible net worth and impose certain limits on the Company’s ability to incur indebtedness and create liens or encumbrances. As of December 31, 2012, the Company was in compliance with its financial covenant provisions under its various debt instruments.
Unsecured Credit Facility due 2017
On October 14, 2011, the Company entered into a $700.0 million Unsecured Credit Facility with a syndicate of 17 lenders. On February 15, 2013, the Company entered into an amendment that extended the original maturity date of the facility to April 14, 2017. The amendment also provides the Company with two six-month extension options that could extend the maturity date to April 14, 2018. Each option is subject to an extension fee of 0.075% of the aggregate commitments. Amounts outstanding under the Unsecured Credit Facility bear interest at LIBOR plus an applicable margin rate. The margin rate depends on the Company's credit ratings. The margin rate originally ranged from 1.075% to 1.900% (1.5% as of December 31, 2012) and as amended ranges from 0.95% to 1.75% (1.4% as amended). In addition, the Company pays a facility fee per annum on the aggregate amount of commitments. The facility fee originally ranged from 0.175% per annum to 0.45% per annum (0.35% as of December 31, 2012), based on the Company’s credit ratings and as amended ranges from 0.15% to 0.35% (0.30% as amended). In connection with the amendment, the Company paid up-front fees to the lenders of approximately $2.6 million, which will be amortized over the term of the facility. In the first quarter of 2013, the Company will write off certain unamortized deferred financing costs of the original facility of approximately $0.3 million in connection with the amendment. As of December 31, 2012, the Company had $110.0 million outstanding under the Unsecured Credit Facility with a weighted average interest rate of approximately 1.72% and a remaining borrowing capacity of approximately $590.0 million.
Senior Notes due 2014
On March 30, 2004, the Company publicly issued $300.0 million of unsecured senior notes due 2014 (the “Senior Notes due 2014”). The Senior Notes due 2014 bear interest at 5.125% per annum, payable semi-annually on April 1 and October 1, and are due on April 1, 2014, unless redeemed earlier by the Company. The notes were issued at a discount of approximately $1.5 million, which yielded a 5.19% interest rate per annum upon issuance. For each of the years ended December 31, 2012, 2011 and 2010, the Company amortized approximately $0.1 million of the discount which is included in interest expense on the Company’s Consolidated Statements of Operations. In previous years, the Company repurchased approximately $35.3 million of the Senior Notes due 2014 and accreted a pro-rata portion of the discount upon the repurchases. The following table reconciles the balance of the Senior Notes due 2014 on the Company’s Consolidated Balance Sheets as of December 31, 2012 and 2011.
 
 
December 31,
(Dollars in thousands)
2012
 
2011
Senior Notes due 2014 face value
$
264,737

 
$
264,737

Unaccreted discount
(215
)
 
(366
)
Senior Notes due 2014 carrying amount
$
264,522

 
$
264,371


Senior Notes due 2017
On December 4, 2009, the Company publicly issued $300.0 million of unsecured senior notes due 2017 (the “Senior Notes due 2017”). The Senior Notes due 2017 bear interest at 6.50%, payable semi-annually on January 17 and July 17, and are due on January 17, 2017, unless redeemed earlier by the Company. The notes were issued at a discount of approximately $2.0 million, which yielded a 6.618% interest rate per annum upon issuance. For the years ended December 31, 2012, 2011 and 2010, the Company amortized approximately $0.3 million, $0.2 million and $0.2 million, respectively, of the discount which is included in interest expense on the Company’s Consolidated Statements of Operations. The following table reconciles the balance of the Senior Notes due 2017 on the Company’s Consolidated Balance Sheets as of December 31, 2012 and 2011.  
 
December 31,
(Dollars in thousands)
2012
 
2011
Senior Notes due 2017 face value
$
300,000

 
$
300,000

Unaccreted discount
(1,272
)
 
(1,535
)
Senior Notes due 2017 carrying amount
$
298,728

 
$
298,465


Senior Notes due 2021
On December 13, 2010, the Company publicly issued $400.0 million of unsecured senior notes due 2021 (the “Senior Notes due 2021”). The Senior Notes due 2021 bear interest at 5.75%, payable semi-annually on January 15 and July 15, beginning July 15, 2011, and are due on January 15, 2021, unless redeemed earlier by the Company. The notes were issued at a discount of approximately $3.2 million, which yielded a 5.855% interest rate per annum upon issuance. For the years ended December 31, 2012 and 2011, the Company amortized approximately $0.3 million and $0.2 million, respectively, of the discount which is included in interest expense on the Company’s Consolidated Statement of Operations. The following table reconciles the balance of the Senior Notes due 2021 on the Company’s Consolidated Balance Sheets as of December 31, 2012 and 2011.  
 
December 31,
(Dollars in thousands)
2012
 
2011
Senior Notes due 2021 face value
$
400,000

 
$
400,000

Unaccreted discount
(2,693
)
 
(2,948
)
Senior Notes due 2021 carrying amount
$
397,307

 
$
397,052


Mortgage Notes Payable
The following table reconciles the Company’s aggregate mortgage notes principal balance with the Company’s Consolidated Balance Sheets as of December 31, 2012 and 2011. For the years ended December 31, 2012, 2011 and 2010, the Company amortized approximately $0.3 million, $0.7 million and $0.9 million, respectively, of the net discount on the mortgage notes payable which is included in interest expense on the Company’s Consolidated Statement of Operations.
 
December 31,
(Dollars in thousands)
2012
 
2011
Mortgage notes payable principal balance
$
225,242

 
$
225,377

Unaccreted discount, net of premium
(2,755
)
 
(3,728
)
Mortgage notes payable carrying amount
$
222,487

 
$
221,649


The following table details the Company’s mortgage notes payable, with related collateral.  
 
Original Balance
 
Effective
Interest
Rate
(19)
 
Maturity
Date
 
Collateral
(20)
 
Principal and Interest
Payments (14)
 
Investment in Collateral at December 31,
 
Balance at December 31,
(Dollars in millions)
 
 
 
 
 
2012
 
2012
 
2011
Life Insurance Co.
$
4.7

 
7.765
%
 
1/17
 
MOB
 
Monthly/20-yr amort.
 
$
11.8

 
$
1.6

 
$
1.9

Commercial Bank
1.8

 
5.550
%
 
10/30
 
OTH
 
Monthly/27-yr amort.
 
7.9

 
1.6

 
1.6

Life Insurance Co.
15.1

 
5.490
%
 
1/16
 
MOB
 
Monthly/10-yr amort.
 
32.7

 
12.7

 
13.1

Commercial Bank (1)
17.4

 
6.480
%
 
5/15
 
MOB
 
Monthly/10-yr amort.
 
19.9

 
14.6

 
14.5

Commercial Bank (2)
12.0

 
6.110
%
 
7/15
 
2 MOBs
 
Monthly/10-yr amort.
 
19.5

 
9.9

 
9.8

Commercial Bank (3)
15.2

 
7.650
%
 
7/20
 
MOB
 
(15)
 
20.2

 
12.8

 
12.8

Life Insurance Co. (4)
1.5

 
6.810
%
 
7/16
 
MOB
 
Monthly/9-yr amort.
 
2.2

 
1.1

 
1.1

Commercial Bank (5)
12.9

 
6.430
%
 
2/21
 
MOB
 
Monthly/12-yr amort.
 
20.6

 
11.3

 
11.4

Investment Fund
80.0

 
7.250
%
 
12/16
 
15 MOBs
 
Monthly/30-yr amort.(16)
 
155.8

 
77.5

 
78.4

Life Insurance Co.
7.0

 
5.530
%
 
1/18
 
MOB
 
Monthly/15-yr amort.
 
14.6

 
3.0

 
3.5

Investment Co. (6)
15.9

 
6.550
%
 
(17)
 
MOB
 
Monthly/30-yr amort
 
23.4

 
14.9

 
15.2

Investment Co.
4.6

 
5.250
%
 
9/15
 
MOB
 
Monthly/10-yr amort.
 
6.9

 
4.2

 
4.3

Life Insurance Co. (7)
13.9

 
4.700
%
 
1/16
 
MOB
 
Monthly/25-yr amort.
 
26.4

 
11.9

 
12.4

Life Insurance Co. (8)
21.5

 
4.700
%
 
8/15
 
MOB
 
Monthly/25-yr amort.
 
44.0

 
18.1

 
18.8

Insurance Co. (9)
7.3

 
5.100
%
 
12/18
 
MOB
 
Monthly/25-yr amort.
 
14.6

 
7.3

 
7.5

Commercial Bank (10)
8.1

 
4.540
%
 
8/16
 
MOB
 
Monthly/10-yr amort.
 
15.4

 
7.8

 
7.7

Life Insurance Co. (11) (12)
5.3

 
4.060
%
 
11/14
 
MOB
 
Monthly/25-yr amort.
 
11.6

 
4.5

 
4.8

Life Insurance Co. (13)
3.1

 
4.060
%
 
11/14
 
MOB
 
Monthly/25-yr amort.
 
6.7

 
2.6

 
2.8

Life Insurance Co. (18)
7.9

 
4.000
%
 
8/20
 
MOB
 
Monthly/15-yr amort.
 
20.7

 
5.1

 

 
 
 
 
 
 
 
 
 
 
 
$
474.9

 
$
222.5

 
$
221.6

 
(1)
The unaccreted portion of a $2.7 million discount recorded on this note upon acquisition is included in the balance above.
(2)
The unaccreted portion of a $2.1 million discount recorded on this note upon acquisition is included in the balance above.
(3)
The unaccreted portion of a $2.4 million discount recorded on this note upon acquisition is included in the balance above.
(4)
The unaccreted portion of a $0.2 million discount recorded on this note upon acquisition is included in the balance above.
(5)
The unaccreted portion of a $1.0 million discount recorded on this note upon acquisition is included in the balance above.
(6)
The unamortized portion of a $0.5 million premium recorded on this note upon acquisition is included in the balance above.
(7)
The unamortized portion of a $0.3 million premium recorded on this note upon acquisition is included in the balance above.
(8)
The unamortized portion of a $0.4 million premium recorded on this note upon acquisition is included in the balance above.
(9)
The unamortized portion of the $0.6 million premium recorded on this note upon acquisition is included in the balance above.
(10)
The unamortized portion of the $0.5 million premium recorded on this note upon acquisition is included in the balance above.
(11)
Balance consists of two notes secured by the same building.
(12)
The unamortized portions of the $0.3 million premium recorded on these notes upon acquisition are included in the balance above.
(13)
The unamortized portion of the $0.2 million premium recorded on this note upon acquisition is included in the balance above.
(14)
Payable in monthly installments of principal and interest with the final payment due at maturity (unless otherwise noted).
(15)
Payable in monthly installments of interest only for 24 months and then installments of principal and interest based on an 11-year amortization with the final payment due at maturity.
(16)
The Company has the option to extend the maturity for two, one-year floating rate extension terms.
(17)
The Company repaid this mortgage note payable on February 14, 2013.
(18)
The unamortized portion of a $0.3 million premium recorded on this note upon acquisition is included in the balance above.
(19)
The contractual interest rates for the twenty outstanding mortgage notes ranged from 5.0% to 7.625% as of December 31, 2012.
(20)
MOB-Medical office building; OTH-Other.
Other Long-Term Debt Information
Future maturities of the Company’s notes and bonds payable as of December 31, 2012 were as follows: 
(Dollars in thousands)
Principal
Maturities
 
Net Accretion/
Amortization (1)
 
Notes and Bonds Payable
 
%
2013
$
20,258

 
$
(1,164
)
 
$
19,094

 
1.5
%
2014
276,899

 
(1,234
)
 
275,665

 
21.3
%
2015
50,357

 
(1,053
)
 
49,304

 
3.8
%
2016
106,992

 
(798
)
 
106,194

 
8.2
%
2017
412,132

 
(591
)
 
411,541

 
31.8
%
2018 and thereafter
433,341

 
(2,095
)
 
431,246

 
33.4
%
 
$
1,299,979

 
$
(6,935
)
 
$
1,293,044

 
100.0
%

(1)
Includes discount accretion and premium amortization related to the Company’s Senior Notes due 2014, Senior Notes due 2017, Senior Notes due 2021, and fourteen mortgage notes payable.