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Debt And Lines Of Credit
12 Months Ended
Dec. 31, 2019
Debt Disclosure [Abstract]  
Debt Disclosure [Text Block] Debt and Lines of Credit

The following table sets forth certain information regarding debt including premiums, discounts, and deferred financing costs (in thousands):
 
Carrying Amount
 
Weighted Average
Years to Maturity
 
Weighted Average
Interest Rates
 
December 31, 2019
 
December 31, 2018
 
December 31, 2019
 
December 31, 2018
 
December 31, 2019
 
December 31, 2018
Collateralized term loans - Life Companies
$
1,710,408

 
$
1,259,158

 
17.1
 
14.4
 
4.0
%
 
3.9
%
Collateralized term loans - FNMA
697,589

 
770,417

 
7.0
 
5.1
 
3.7
%
 
4.4
%
Collateralized term loans - CMBS
397,868

 
405,702

 
3.1
 
4.1
 
5.1
%
 
5.1
%
Collateralized term loans - FMCC
374,727

 
380,680

 
4.9
 
5.9
 
3.9
%
 
3.9
%
Secured borrowings

 
107,731

 
0.0
 
14.4
 
%
 
9.9
%
Preferred equity - Sun NG Resorts - mandatorily redeemable
35,249

 
35,277

 
2.8
 
3.8
 
6.0
%
 
6.0
%
Preferred OP units - mandatorily redeemable
34,663

 
37,338

 
4.0
 
4.7
 
6.5
%
 
6.6
%
Lines of credit
183,898

 
128,000

 
3.5
 
2.3
 
2.7
%
 
3.8
%
Total debt
$
3,434,402

 
$
3,124,303

 
11.1
 
9.0
 
4.0
%
 
4.5
%


Collateralized Term Loans

All of our collateralized term loans are mortgage loans.

During the years ended December 31, 2019 and 2018, we repaid the following collateralized term loans:
Three months ended
 
Repayment amount
(in millions)
 
Fixed
Interest
rate
 
Maturity
date
 
(Gain) / loss on extinguishment of debt
(in millions)
 
Encumbered communities released
December 31, 2019
 
$
17.0

 
5.62
%
 
March 1, 2020
 
$

 

 
$
127.3

 
5.10
%
 
November 1, 2021
 
$
3.2

 

 
$
21.5

(1) 
6.24
%
(4) 
March 1, 2020
April 1, 2020
 
$
(0.2
)
 
3

September 30, 2019
 
$
134.0

 
4.3
%
 
May 1, 2023
 
$
12.8

 

March 31, 2019
 
$
186.8

 
3.83
%
 
January 1, 2030
 
$
0.7

 

December 31, 2018
 
$
10.2

 
5.66
%
 
February 28, 2019
 
$

 

September 30, 2018
 
$
30.5

 
6.34
%
 
March 1, 2019
 
$
0.9

 
1

June 30, 2018 (2)
 
$
177.7

 
4.53
%
(4) 
August 1, 2018 May 1, 2023
 
$
1.5

 
11

March 31, 2018 (3)
 
$
24.4

 
6.36
%
(4) 
March 1, 2019
 
$
0.2

 
3


(1) Includes four collateralized term loans, three due to mature on March 1, 2020 and one due to mature on April 1, 2020.
(2) Includes three collateralized term loans, one due to mature on August 1, 2018 and two due to mature on May 1, 2023.
(3) Includes four collateralized term loans, all due to mature on March 1, 2019.
(4) The interest rate represents the weighted average interest rate on collateralized term loans.

During the years ended December 31, 2019 and 2018, we entered into the following collateralized term loans:
Three months ended
 
Loan amount
(in millions)
 
Term
(in years)
 
Interest
rate
 
Maturity
date
December 31, 2019
 
$
400.0

(1) 
21
 
4.026
%
 
December 15, 2039
December 15, 2041
September 30, 2019
 
$
250.0

 
10
 
2.925
%
 
October 1, 2029
March 31, 2019
 
$
265.0

 
25
 
4.170
%
 
January 15, 2044
December 31, 2018
 
$
21.7

 
20
 
4.100
%
 
August 15, 2038
September 30, 2018
 
$
228.0

 
20
 
4.100
%
 
August 15, 2038

(1) Includes two collateralized term loans one due to mature on December 15, 2039 and the other on December 1, 2041.

The collateralized term loans totaling $3.2 billion as of December 31, 2019, are secured by 188 properties comprised of 74,170 sites representing approximately $3.3 billion of net book value.
Secured Borrowings

See Note 4, “Collateralized Receivables and Transfers of Financial Assets,” for information regarding our collateralized receivables and secured borrowing transactions.

Preferred OP Units - mandatorily redeemable

Preferred OP units at December 31, 2019 and December 31, 2018 include $34.7 million of Aspen preferred OP units issued by the Operating Partnership. As of December 31, 2019, these units are convertible indirectly into 407,190 shares of our common stock. Subject to certain limitations, at any time prior to January 1, 2024, the holder of each Aspen preferred OP unit at its option may convert such Aspen preferred OP unit into: (a) if the market price of our common stock is $68.00 per share or less, 0.397 common OP units; or (b) if the market price of our common stock is greater than $68.00 per share, the number of common OP units is determined by dividing (i) the sum of (A) $27.00 plus (B) 25 percent of the amount by which the market price of our common stock exceeds $68.00 per share, by (ii) the per share market price of our common stock. The current preferred distribution rate is 6.5 percent. On January 2, 2024, we are required to redeem all Aspen preferred OP units that have not been converted to common OP units. Refer to Note 21, “Subsequent Events,” for additional information regarding revisions to the terms of certain of the Aspen preferred OP units.

Preferred OP units also include $2.7 million of Series B-3 preferred OP units at December 31, 2018, which are not convertible. In January 2019, we redeemed all remaining 26,750 Series B-3 preferred OP units. The weighted average redemption price per unit, which included accrued and unpaid distributions, was $100.153424. In the aggregate, we paid $2.7 million to redeem these units.

Preferred Equity - Sun NG Resorts - mandatorily redeemable

In June 2018, in connection with the investment in Sun NG Resorts, $35.3 million of mandatorily redeemable Preferred Equity (“Preferred Equity - Sun NG Resorts”) was purchased by unrelated third parties. The Preferred Equity - Sun NG Resorts carries a preferred rate of return of 6.0 percent per annum. The Preferred Equity - Sun NG Resorts has a 7-year term and can be redeemed in the fourth quarter of 2022 at the holders’ option. The Preferred Equity - Sun NG Resorts balance was $35.2 million and $35.3 million at December 31, 2019 and December 31, 2018. Refer to Note 3, “Real Estate Acquisitions,” Note 8, “Consolidated Variable Interest Entities,” and Note 10, “Equity and Temporary Equity” for additional information.

Lines of Credit (“LOC”)

Credit agreement - In May 2019, we amended and restated our credit agreement with Citibank and certain other lenders. Pursuant to the credit agreement, we entered into a senior credit facility with Citibank and certain other lenders in the amount of $750.0 million, comprised of a $650.0 million revolving loan, with the ability to use up to $100.0 million for advances in Australian dollars, and a $100.0 million term loan (the “A&R Facility”). We have until March 17, 2020 to draw on the term loan. As of December 31, 2019, we had not drawn any funds on the term loan. The credit agreement has a four-year term ending May 21, 2023, which can be extended for two additional six-month periods, subject to the satisfaction of certain conditions as defined in the credit agreement. The credit agreement also provides for, subject to the satisfaction of certain conditions, additional commitments in an amount not to exceed $350.0 million. If additional borrowings are made pursuant to any such additional commitments, the aggregate borrowing limit under the A&R Facility may be increased up to $1.1 billion.

The A&R Facility bears interest at a floating rate based on the Eurodollar rate or Bank Bill Swap Bid Rate plus a margin that is determined based on our leverage ratio calculated in accordance with the credit agreement, which margin can range from 1.20 percent to 2.10 percent for the revolving loan and 1.20 percent to 2.05 percent for the term loan. As of December 31, 2019, the margin based on our leverage ratio was 1.20 percent on the revolving loan and 1.20 percent on the term loan. We had $123.6 million and zero of borrowings on the revolving loan and the term loan, respectively, as of December 31, 2019.

The A&R Facility provides us with the ability to issue letters of credit. Our issuance of letters of credit does not increase our borrowings outstanding under our line of credit but does reduce the borrowing amount available. At December 31, 2019 and December 31, 2018, approximately $2.8 million and $3.9 million of availability was used to back standby letters of credit.

Floor plan - We have a $12.0 million manufactured home floor plan facility renewable indefinitely until our lender provides us at least a twelve month notice of their intent to terminate the agreement. The interest rate is 100 basis points over the greater of the prime rate as quoted in the Wall Street Journal on the first business day of each month or 6.0 percent. At December 31, 2019, the effective interest rate was 7.0 percent. The outstanding balance was $3.3 million and zero as of December 31, 2019 and December 31, 2018, respectively.
Jensen - In October 2019, we assumed a term loan facility with Citibank N.A. (“Citibank”), in the amount of $58.0 million. The term loan has a four-year term ending October 29, 2023, and bears interest at a floating rate based on the Eurodollar rate or Prime rate. The outstanding balance was $57.0 million at December 31, 2019.

Covenants

Pursuant to the terms of the A&R Facility, we are subject to various financial and other covenants. The most restrictive of our debt agreements place limitations on secured borrowings and contain minimum fixed charge coverage, leverage, distribution, and net worth requirements. At December 31, 2019, we were in compliance with all covenants.

In addition, certain of our subsidiary borrowers own properties that secure loans. These subsidiaries are consolidated within our accompanying Consolidated Financial Statements, however, each of these subsidiaries’ assets and credit are not available to satisfy the debts and other obligations of the Company, any of its other subsidiaries or any other person or entity.

Long-term Debt Maturities

As of December 31, 2019, the total of maturities and amortization of our debt (excluding premiums and discounts) and lines of credit during the next five years were as follows (in thousands):
 
Maturities and Amortization By Year
 
Total Due
 
2020
 
2021
 
2022
 
2023
 
2024
 
Thereafter
Mortgage loans payable
 
 
 
 
 
 
 
 
 
 
 
 
 
Maturities
$
2,161,615

 
$
19,796

 
$
148,378

 
$
82,155

 
$
185,618

 
$
315,331

 
$
1,410,337

Principal amortization
1,026,857

 
60,723

 
60,873

 
61,326

 
60,604

 
57,082

 
726,249

Preferred Equity - Sun NG Resorts - mandatorily redeemable
35,249

 

 

 
35,249

 

 

 

Preferred OP units - mandatorily redeemable
34,663

 

 

 

 

 
34,663

 

Lines of credit
183,898

 
10,000

 
13,293

 
10,000

 
150,605

 

 

Total
$
3,442,282

 
$
90,519

 
$
222,544

 
$
188,730

 
$
396,827

 
$
407,076

 
$
2,136,586



Off-Balance Sheet Arrangements - Nonconsolidated Affiliate Indebtedness

We have a 40 percent investment in GTSC, a nonconsolidated affiliate. During September 2019, GTSC entered into a warehouse line of credit with a maximum loan amount of $125.0 million. As of December 31, 2019, the aggregate carrying amount of debt, including both our and our partners’ share, incurred by GTSC was approximately $123.4 million (of which our proportionate share is approximately $49.4 million). The debt bears interest at a variable rate based on LIBOR plus 1.65 percent per annum and matures on September 15, 2023.