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Indebtedness

6 Months Ended

Jun. 30, 2012

6. Indebtedness

The following table discloses certain information regarding our indebtedness:


	Outstanding Balance at						Interest Rate at June 30, 2012		Effective Interest Rate at Issuance		Maturity Date
	June 30, 2012			December 31, 2011			Interest Rate at June 30, 2012		Effective Interest Rate at Issuance		Maturity Date
Mortgage and Other Loans Payable, Net	$	578,851		$	584,288			4.45% – 9.25%		4.45% – 9.25%		January 2013- October 2021
Unamortized Premiums		(274	)		(305	)

Mortgage and Other Loans Payable, Gross	$	578,577		$	583,983


	Outstanding Balance at				Interest Rate at June 30, 2012			Effective Interest Rate at Issuance			Maturity Date
	June 30, 2012		December 31, 2011		Interest Rate at June 30, 2012			Effective Interest Rate at Issuance			Maturity Date
Senior Unsecured Notes, Net
2016 Notes	$	159,483	$	159,455		5.750	%		5.91	%		01/15/16
2017 Notes		59,603		59,600		7.500	%		7.52	%		12/01/17
2027 Notes		6,066		6,065		7.150	%		7.11	%		05/15/27
2028 Notes		68,976		124,894		7.600	%		8.13	%		07/15/28
2012 Notes		—		61,817		6.875	%		6.85	%		04/15/12
2032 Notes		12,489		34,683		7.750	%		7.87	%		04/15/32
2014 Notes		78,994		86,997		6.420	%		6.54	%		06/01/14
2017 II Notes		106,730		106,716		5.950	%		6.37	%		05/15/17

Subtotal	$	492,341	$	640,227
Unamortized Discounts		3,327		4,625

Senior Unsecured Notes, Gross	$	495,668	$	644,852

Unsecured Credit Facility	$	306,000	$	149,000		2.191	%		2.191	%		12/12/14

As of June 30, 2012, mortgage and other loans payable are collateralized by, and in some instances cross-collateralized by, industrial properties with a net carrying value of $765,195 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 and other loans payable as of June 30, 2012.

On April 16, 2012, we paid off and retired our 2012 Notes, at maturity, in the amount of $61,829.

On January 20, 2012, we repurchased and retired a portion of our 2028 Notes prior to maturity as reflected in the table below. In connection with this repurchase prior to maturity, we recognized $1 as gain on retirement of debt for the six months ended June 30, 2012, which is the difference between the repurchase price of $406 and the principal amount retired of $430, net of the pro rata write off of the unamortized debt issue discount, the unamortized loan fees and the unamortized settlement amount of the interest rate protection agreements related to the repurchases of $0, $3 and $20, respectively.

On March 29, 2012, we announced a cash tender offer to purchase up to an aggregate of $100,000 of our 2014 Notes, 2027 Notes, 2028 Notes and 2032 Notes. The tender offer expired on April 25, 2012. During the tender offer, we repurchased and retired certain of our senior unsecured debt prior to its maturity as reflected in the table below. In connection with these repurchases prior to maturity, we recognized $6,223 as loss from retirement of debt for the six months ended June 30, 2012, which is the difference between the repurchase price of $88,922 and the principal amount retired of $86,925, 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 $578, $609, $2,599 and $440, respectively.

During the six months ended June 30, 2012, we repurchased and retired the following senior unsecured notes prior to maturity:


	Principal Amount Repurchased		Purchase Price
Senior Unsecured Notes Repurchases
2014 Notes	$	9,000	$	9,439
2028 Notes		55,955		57,041
2032 Notes		22,400		22,848

	$	87,355	$	89,328

The following is a schedule of the stated maturities and scheduled principal payments as of June 30, 2012 of our indebtedness, exclusive of premiums and discounts, for the next five years ending December 31, and thereafter:


	Amount
Remainder of 2012	$	5,577
2013		11,362
2014		451,160
2015		51,510
2016		287,172
Thereafter		573,464

Total	$	1,380,245

Our unsecured credit facility (as amended, the “Unsecured Credit Facility”) and the indentures governing our senior unsecured notes contain certain financial covenants, including limitations on incurrence of debt and debt service coverage. Under the Unsecured Credit Facility, an event of default can 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 as of June 30, 2012. However, these financial covenants are complex and there can be no assurance that these provisions would not be interpreted by our noteholders or lenders in a manner that could impose and cause us to incur material costs.

Fair Value

At June 30, 2012 and December 31, 2011, the fair values of our indebtedness were as follows:


	June 30, 2012				December 31, 2011
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Mortgage and Other Loans Payable, Net	$	578,851	$	631,036	$	584,288	$	630,400
Senior Unsecured Notes, Net		492,341		512,406		640,227		630,622
Unsecured Credit Facility		306,000		306,000		149,000		149,000

Total	$	1,377,192	$	1,449,442	$	1,373,515	$	1,410,022

The fair values of our mortgage 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.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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