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Indebtedness
12 Months Ended
Dec. 31, 2011
Indebtedness [Abstract]  
Indebtedness

6. Indebtedness

The following table discloses certain information regarding our indebtedness:

 

                             
    Outstanding Balance at     Interest
Rate at
December 31,
2011
  Effective
Interest
Rate at
Issuance
  Maturity
Date
    December 31,
2011
    December 31,
2010
       

Mortgage and Other Loans Payable, Net*

  $ 690,256     $ 486,055     4.45% – 9.25%   4.45% – 9.25%   January 2013 – October 2021

Unamortized Premiums*

    (305     (358            
   

 

 

   

 

 

             

Mortgage and Other Loans Payable, Gross*

  $ 689,951     $ 485,697              
   

 

 

   

 

 

             

Senior Unsecured Notes, Net

                           

2016 Notes

  $ 159,455     $ 159,899     5.750%   5.91%   01/15/16

2017 Notes

    59,600       87,195     7.500%   7.52%   12/01/17

2027 Notes

    6,065       13,559     7.150%   7.11%   05/15/27

2028 Notes

    124,894       189,869     7.600%   8.13%   07/15/28

2012 Notes

    61,817       61,774     6.875%   6.85%   04/15/12

2032 Notes

    34,683       34,667     7.750%   7.87%   04/15/32

2014 Notes

    86,997       86,792     6.420%   6.54%   06/01/14

2011 Exchangeable Notes

    —         128,137     N/A   N/A   09/15/11

2017 II Notes

    106,716       117,637     5.950%   6.37%   05/15/17
   

 

 

   

 

 

             

Subtotal

  $ 640,227     $ 879,529              

Unamortized Discounts

    4,625       6,980              
   

 

 

   

 

 

             

Senior Unsecured Notes, Gross

  $ 644,852     $ 886,509              
   

 

 

   

 

 

             

Unsecured Credit Facility

  $ 149,000     $ 376,184     2.385%   2.385%   12/12/14
   

 

 

   

 

 

             

 

* Excludes $1,008 of Mortgage Loan Payable on Real Estate Held for Sale which is net of $48 of unamortized premiums as of December 31, 2010.

 

Mortgage and Other Loans Payable, Net

During the year ended December 31, 2011, we originated or assumed the following mortgage loans:

 

                                                         

Mortgage

Financing

  Loan
Principal
    Interest
Rate
    Origination/Assumption
Date
  Maturity
Date
  Amortization
Period
    Number of
Industrial
Properties
Collateralizing
Mortgage
    GLA
(In
millions)
    Property
Carrying
Value at
December 31,
2011
 

I - VIII

  $ 178,300       4.45   May 2, 2011   June 2018     30-year       32       5.9     $ 206,291  

IX

    24,417       5.579   May 26, 2011   February 2016     30-year       1       0.7       28,991  

X-XX

    77,600       4.85   September 23, 2011   October 2021     30-year       24       2.3       84,403  
   

 

 

                                           

 

 

 
    $ 280,317                                             $ 319,685  
   

 

 

                                           

 

 

 

For Mortgage Financings I through VIII and Mortgage Financings X through XX, principal prepayments are prohibited for 12 months after loan origination, after which prepayment premiums are calculated at the greater of yield maintenance or 1% of the outstanding balance. For Mortgage Financing IX, principal prepayments are prohibited until three months prior to maturity, but defeasance is allowed subject to certain conditions.

During the year ended December 31, 2011, we paid off and retired prior to maturity the following mortgage loans:

 

                         

Loan

Principal Paid Off

  Interest
Rate
    Payoff
Date
  Maturity
Date
  (Loss) Gain on
Retirement  of
Debt
 
$14,520     6.75   February 10, 2011   September 2012   $ (213
18,662     7.50   March 9, 2011   December 2014     (813
27,389     7.50   April 1, 2011   October 2014     (1,104
2,091     7.54   November 30, 2011   January 2012     2  

 

                 

 

 

 
$62,662                   $ (2,128

 

                 

 

 

 

On September 20, 2011, we transferred title to a property totaling approximately 0.4 million square feet of GLA and an escrow balance in the amount of $1,845 to a lender in satisfaction of a $5,040 non-recourse mortgage loan. We recognized a $147 loss related to the transaction, which is included in loss on retirement of debt for the year ended December 31, 2011.

On April 30, 2010, we prepaid and retired our secured mortgage debt maturing in September 2024 in the amount of $1,654, excluding a prepayment fee of $17, which is included in Loss from Retirement of Debt.

On December 1, 2010, we paid off and retired our secured mortgage debt maturing in December 2010 in the amount of $12,970.

As of December 31, 2011, mortgage and other loans payable are collateralized by, and in some instances cross-collateralized by, industrial properties with a net carrying value of $889,722 and one letter of credit in the amount of $537. We believe the Operating Partnership and the Company were in compliance with all covenants relating to mortgage loans payable as of December 31, 2011.

 

Senior Unsecured Notes, Net

During the years ended December 31, 2011 and December 31, 2010, we repurchased and retired the following senior unsecured notes prior to maturity:

 

                                 
    Principal Amount Repurchased     Purchase Price  
    For the
Year Ended
December 31,
2011
    For the
Year Ended
December 31,
2010
    For the
Year Ended
December 31,
2011
    For the
Year Ended
December 31,
2010
 

2011 Notes

  $ —       $ 143,498     $ —       $ 147,723  

2011 Exchangeable Notes

    —         18,000       —         17,936  

2012 Notes

    —         82,236       —         82,235  

2014 Notes

    1,144       21,062       1,143       17,964  

2016 Notes

    500       —         475       —    

2017 Notes

    27,619       —         27,506       —    

2017 II Notes

    10,969       —         10,182       —    

2027 Notes

    7,500       —         7,500       —    

2028 Notes

    65,025       —         63,861       —    
   

 

 

   

 

 

   

 

 

   

 

 

 
    $ 112,757     $ 264,796     $ 110,667     $ 265,858  
   

 

 

   

 

 

   

 

 

   

 

 

 

In connection with these repurchases prior to maturity, we recognized $2,012 and $4,096 as loss from retirement of debt for the years ended December 31, 2011 and December 31, 2010, respectively, which is the difference between the repurchase price of $110,667 and $265,858, respectively, and the principal amount retired of $112,757 and $264,796, respectively, net of the pro rata write off of the unamortized debt issue discount, the unamortized loan fees, the unamortized settlement amount of the interest rate protection agreements and the professional services fees related to the repurchases of $135, $717, $3,250 and $0, respectively, and $1,707, $519, $(183) and $991 respectively.

On September 15, 2011, we paid off and retired our 2011 Exchangeable Notes, at maturity, in the amount of $128,900.

The indentures governing our senior unsecured notes contain certain covenants, including limitations on incurrence of debt and debt service coverage. We believe the Operating Partnership and the Company were in compliance with all covenants relating to senior unsecured debt as of December 31, 2011. However, these financial covenants are complex and there can be no assurance that these provisions would not be interpreted by our noteholders in a manner that could impose and cause us to incur material costs.

Unsecured Credit Facility

We have maintained an unsecured credit facility since 1997. Effective October 22, 2010, we amended our existing revolving credit facility to provide for a $200,000 term loan and a $200,000 revolving line of credit (together the “Old Credit Facility”). The Old Credit Facility was to mature on September 28, 2012. In connection with the amendment of the Old Credit Facility, we wrote off $191 of unamortized deferred financing costs associated with the decreased capacity of the agreement, which is included in Loss from Retirement of Debt for the year ended December 31, 2010. During June 2011, we made a permanent repayment of $100,000 on the term loan of our Old Credit Facility.

During December 2011, we entered into a new $450,000 unsecured revolving credit agreement (the “Unsecured Credit Facility”) which replaced the Old Credit Facility. We may request that the borrowing capacity under the Unsecured Credit Facility be increased to $500,000, subject to certain restrictions. We wrote off $1,172 of unamortized deferred financing costs reflected in Loss from Retirement of Debt for the year ended December 31, 2011 related to the Old Credit Facility. The Unsecured Credit Facility provides for interest only payments initially at LIBOR plus 210 basis points or at a base rate plus 210 basis points, at our election, based on our leverage ratio. The Unsecured Credit Facility matures on December 12, 2014, unless extended an additional one year at our election, subject to certain conditions. At December 31, 2011, borrowings under the Unsecured Credit Facility bore interest at a weighted average interest rate of 2.385%.

The Unsecured Credit Facility contains certain covenants, including limitations on incurrence of debt and debt service coverage. Under the Unsecured Credit Facility, an event of default can also occur if the lenders, in their good faith judgment, determine that a material adverse change has occurred which could prevent timely repayment or materially impair our ability to perform our obligations under the loan agreement. We believe that we were in compliance with all covenants relating to the Unsecured Credit Facility as of December 31, 2011. However, these financial covenants are complex and there can be no assurance that these provisions would not be interpreted by our lenders in a manner that could impose and cause us to incur material costs.

The following is a schedule of the stated maturities and scheduled principal payments of our indebtedness, exclusive of premiums and discounts, for the next five years ending December 31, and thereafter:

 

         
    Amount  

2012

  $ 74,518  

2013

    13,164  

2014

    305,063  

2015

    62,088  

2016

    293,467  

Thereafter

    735,503  
   

 

 

 

Total

  $ 1,483,803  
   

 

 

 

Fair Value

At December 31, 2011 and 2010, the fair value of our indebtedness was as follows:

 

                                 
    December 31, 2011     December 31, 2010  
    Carrying
Amount
    Fair
Value
    Carrying
Amount
    Fair
Value
 

Mortgage and Other Loans Payable, including mortgages Held for Sale

  $ 690,256     $ 743,419     $ 487,063     $ 548,696  

Senior Unsecured Debt

    640,227       630,622       879,529       851,771  

Unsecured Credit Facility

    149,000       149,000       376,184       376,184  
   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $ 1,479,483     $ 1,523,041     $ 1,742,776     $ 1,776,651  
   

 

 

   

 

 

   

 

 

   

 

 

 

The fair values of our mortgage loans payable and other loans payable were determined by discounting the future cash flows using the current rates at which similar loans would be made based upon similar leverage levels and similar remaining maturities. The current market rates we utilized were internally estimated; therefore, we have concluded that our determination of fair value for our mortgage and other loans payable was primarily based upon Level 3 inputs. The fair value of the senior unsecured notes was determined by quoted market prices (Level 1) or, for certain senior unsecured notes that are thinly traded, were based upon transactions for senior unsecured notes with comparable maturities (Level 2). The fair value of the Unsecured Credit Facility was determined by discounting the future cash flows using current rates at which similar loans would be made to borrowers with similar credit ratings and for the same remaining term, assuming no repayment until maturity. The current market rate utilized for our Unsecured Credit Facility was internally estimated; therefore, we have concluded that our determination of fair value was primarily based upon Level 3 inputs.