Long-Term Debt

6 Months Ended

May 31, 2023

The following summarizes our long-term debt carrying values (including unamortized discounts and premiums, valuation adjustments and debt issuance costs, where applicable) (dollars in thousands):


	Maturity	Effective Interest Rate	May 31, 2023		November 30, 2022
Unsecured long-term debt:
5.500% Senior Notes	October 18, 2023	5.68%	$	385,714	$	393,048
1.000% Euro Medium Term Notes	July 19, 2024	1.00%	533,211		519,970
4.500% Callable Note due 2025	July 22, 2025	4.84%	6,163		6,153
5.000% Callable Note due 2026	March 26, 2026	5.52%	8,573		8,554
6.000% Callable Note due 2026	May 30, 2026	6.23%	14,077		—
4.850% Senior Notes (1)	January 15, 2027	7.31%	707,746		703,533
6.450% Senior Debentures	June 8, 2027	5.46%	362,539		363,915
5.000% Callable Note due 2027	June 16, 2027	5.22%	24,803		24,784
5.000% Callable Note due 2028	February 17, 2028	5.29%	9,899		9,888
4.150% Senior Notes	January 23, 2030	4.26%	992,031		991,518
2.625% Senior Debentures (1)	October 15, 2031	4.58%	914,221		911,777
2.750% Senior Debentures (1)	October 15, 2032	6.81%	395,013		392,162
6.250% Senior Notes	January 15, 2036	6.03%	485,148		497,681
6.500% Senior Notes	January 20, 2043	6.05%	406,094		409,472
6.625% Senior Notes	October 23, 2043	6.72%	246,975		246,954
Floating Rate Senior Notes	October 29, 2071	4.98%	61,722		61,715
Unsecured Revolving Credit Facility	August 3, 2024	6.55%	349,631		349,578
Structured Notes (2)	Various	Various	1,603,443		1,583,828
Total unsecured long-term debt			7,507,003		7,474,530
Secured long-term debt:
HomeFed EB-5 Program Debt			235,430		209,060
HomeFed Construction Loans			82,773		56,965
Secured Credit Facilities			860,334		933,531
Secured Bank Loan			100,000		100,000
Total long-term debt (3)			$	8,785,540	$	8,774,086

(1)The carrying values of these senior notes include net losses of $7.3 million and net gains of $155.6 million for the six months ended May 31, 2023 and 2022, respectively, associated with interest rate swaps based on designation as fair value hedges. See Note 5, Derivative Financial Instruments, for further information.

(2)These structured notes contain various interest rate payment terms and are accounted for at fair value, with changes in fair value resulting from a change in the instrument-specific credit risk presented in other comprehensive income and changes in fair value resulting from non-credit components recognized in Principal transactions revenues. A weighted average coupon rate is not meaningful, as all of the structured notes are carried at fair value.

(3)Total Long-term debt has a fair value of $8.55 billion and $8.46 billion at May 31, 2023 and November 30, 2022, respectively, which would be classified as Level 2 or Level 3 in the fair value hierarchy.

During the six months ended May 31, 2023, long-term debt increased by $11.5 million to $8.79 billion at May 31, 2023, as presented in our Consolidated Statements of Financial Condition, primarily due to $47.8 million of net issuances related to our secured credit facilities and unsecured long-term debt, $28.7 million of net losses related to fair value changes of our unsecured structured notes and $8.1 million of losses on certain of our senior notes associated with interest rate swaps based on their designation as fair value hedges, partially offset by $46.2 million decrease resulting from the Vitesse Energy spin-off. At May 31, 2023, all of our structured notes contain various interest rate payment terms and are accounted for at fair value, with changes in fair value resulting from a change in the instrument-specific credit risk presented in other comprehensive income and changes in fair value resulting from non-credit components recognized in Principal transactions revenues. Gains and losses in the fair value of structured notes resulting from non-credit components are recognized within Other adjustments on the Consolidated Statements of Cash Flow.

At May 31, 2023 and November 30, 2022, our borrowings under several credit facilities classified within Long-term debt in our Consolidated Statements of Financial Condition amounted to $860.3 million and $933.5 million, respectively. Interest on these credit facilities are based on the adjusted LIBOR, the Secured Overnight Financing Rate (“SOFR”) plus a spread or other adjusted rates, as defined in the various credit agreements. The credit facility agreements contain certain covenants that, among other things, require us to maintain specified levels of tangible net worth and liquidity amounts, and impose certain restrictions on future indebtedness of and require specified levels of regulated capital and cash reserves for certain of our subsidiaries. At May 31, 2023, we were in compliance with all covenants under these credit facilities, except for one facility secured by automobile loans with an outstanding balance of $20.1 million for which technical violations have occurred. This facility has been subsequently amended and we are in compliance with the respective covenants.

In addition, one of our subsidiaries has a Loan and Security Agreement with a bank for a term loan (“Secured Bank Loan”). At both May 31, 2023 and November 30, 2022, borrowings under the Secured Bank Loan amounted to $100.0 million and are also classified within Long-term debt in our Consolidated Statements of Financial Condition. The Secured Bank Loan matures on September 13, 2024 and is collateralized by certain trading securities with an interest rate of 1.25% plus SOFR. The agreement contains certain covenants that, among other things, restricts lien or encumbrance upon any of the pledged collateral. At May 31, 2023, we were in compliance with all covenants under the Secured Bank Loan.

HomeFed funds certain of its real estate projects in part by raising funds under the Immigrant Investor Program administered by the U.S. Citizenship and Immigration Services pursuant to the Immigration and Nationality Act (“EB-5 Program”). This debt is secured by certain real estate of HomeFed. At May 31, 2023, HomeFed was in compliance with all debt covenants which include, among other requirements, limitations on incurrence of debt, collateral requirements and restricted use of proceeds. Substantially all of HomeFed’s EB-5 Program debt matures in 2024 through 2028.

At May 31, 2023, HomeFed has construction loans with an aggregate committed amount of $101.9 million. The proceeds are being used for construction at certain of its real estate projects. The outstanding principal amount of the loans bears interest based on the 30-day LIBOR or the SOFR, plus spreads of 2.15% to 3.00%, subject to adjustment on the first of each calendar month. At May 31, 2023, the weighted average interest rate on these loans was 7.75%. The loans mature between October 2023 and May 2024 and are collateralized by the property underlying the related project with a guarantee by HomeFed. At May 31, 2023 and November 30, 2022, $82.8 million and $57.0 million, respectively, was outstanding under the construction loan agreements.