Debt

3 Months Ended

Mar. 31, 2024

Debt [Abstract]

Debt

10.DEBT

The principal values, fair values, and carrying values of debt consist of the following (in thousands):

		As of						As of
		March 31, 2024						December 31, 2023
	Maturity Date	Principal ‎Balance		Fair Value		Carrying ‎Value		Principal ‎Balance		Fair Value		Carrying ‎Value
Revolving Credit Facility (1)	Jan. 25, 2029	$	195,000	$	195,000	$	195,000	$	180,000	$	180,000	$	180,000
2018 Term Loan (2)	Apr. 11, 2025		—		—		—		2,268,000		2,273,670		2,263,343
2024 Term Loan (2)	Jan. 25, 2031		2,300,000		2,305,750		2,275,581		—		—		—
2014-2C Tower Securities (3)	Oct. 8, 2024		620,000		612,560		619,413		620,000		606,540		619,145
2019-1C Tower Securities (3)	Jan. 12, 2025		1,165,000		1,115,779		1,162,982		1,165,000		1,115,313		1,162,348
2020-1C Tower Securities (3)	Jan. 9, 2026		750,000		680,753		747,306		750,000		682,350		746,937
2020-2C Tower Securities (3)	Jan. 11, 2028		600,000		520,776		596,631		600,000		520,530		596,419
2021-1C Tower Securities (3)	Nov. 9, 2026		1,165,000		1,016,987		1,158,649		1,165,000		1,015,437		1,158,059
2021-2C Tower Securities (3)	Apr. 9, 2027		895,000		770,318		889,585		895,000		772,125		889,152
2021-3C Tower Securities (3)	Oct. 9, 2031		895,000		684,979		887,587		895,000		686,581		887,365
2022-1C Tower Securities (3)	Jan. 11, 2028		850,000		870,655		841,893		850,000		850,221		841,429
2020 Senior Notes	Feb. 15, 2027		1,500,000		1,425,690		1,490,721		1,500,000		1,438,815		1,489,965
2021 Senior Notes	Feb. 1, 2029		1,500,000		1,327,500		1,490,600		1,500,000		1,338,750		1,490,153
Total debt		$	12,435,000	$	11,526,747	$	12,355,948	$	12,388,000	$	11,480,332	$	12,324,315
Less: current maturities of long-term debt							(1,805,395)						(643,145)
Total long-term debt, net of current maturities						$	10,550,553					$	11,681,170

(1)On January 25, 2024, the Company amended its Revolving Credit Facility to extend the maturity date to January 25, 2029 as well as amend certain other terms and conditions under the Senior Credit Agreement. For further discussion of the amendments, refer to “Terms of the Senior Credit Agreement” below.

(2)On January 25, 2024, the Company repaid its 2018 Term Loan and issued a new $2.3 billion Term Loan (“2024 Term Loan”) with a maturity date of January 25, 2031. For further discussion of the amendments, refer to “Term Loan under the Senior Credit Agreement” below.

(3)The maturity date represents the anticipated repayment date for each issuance.

‎

The table below reflects cash and non-cash interest expense amounts recognized by debt instrument for the periods presented:

	Interest	For the three months ended March 31,
	Rates as of	2024				2023
	March 31,	Cash		Non-cash		Cash		Non-cash
	2024	Interest		Interest		Interest		Interest
		(in thousands)
Revolving Credit Facility	6.395%	$	2,469	$	—	$	9,286	$	—
2018 Term Loan	—		3,253		4,947		14,363		9,223
2024 Term Loan (1)	2.855%		12,979		1,867		—		—
2014-2C Tower Securities	3.869%		6,046		—		6,046		—
2019-1C Tower Securities	2.836%		8,357		—		8,357		—
2020-1C Tower Securities	1.884%		3,598		—		3,598		—
2020-2C Tower Securities	2.328%		3,540		—		3,540		—
2021-1C Tower Securities	1.631%		4,846		—		4,846		—
2021-2C Tower Securities	1.840%		4,196		—		4,196		—
2021-3C Tower Securities	2.593%		5,873		—		5,873		—
2022-1C Tower Securities	6.599%		14,093		—		14,093		—
2020 Senior Notes	3.875%		14,531		95		14,531		88
2021 Senior Notes	3.125%		11,719		—		11,719		—
Other			890		1,534		778		4,928
Total		$	96,390	$	8,443	$	101,226	$	14,239

(1)The 2024 Term Loan has a blended rate of 2.855%, which includes the impact of the interest rate swaps. Excluding the impact of the interest rate swap, the 2024 Term Loan was accruing interest at 7.340% as of March 31, 2024. Refer to Note 17 for more information on the Company’s interest rate swap.

Terms of the Senior Credit Agreement

On January 25, 2024, the Company, through its wholly owned subsidiary, SBA Senior Finance II LLC (“SBA Senior Finance II”), amended and restated its Senior Credit Agreement to (1) issue a new $2.3 billion Term Loan and retire the 2018 Term Loan, (2) increase the total commitments under its Revolving Credit Facility from $1.5 billion to $1.75 billion, (3) extend the maturity date of its Revolving Credit Facility to January 25, 2029, and (4) amend certain other terms and conditions under the Senior Credit Agreement.

On February 23, 2024 the Company, through its wholly owned subsidiary, SBA Senior Finance II, further increased the total commitments under the Revolving Credit Facility from $1.75 billion to $2.0 billion.

As of March 31, 2024, SBA Senior Finance II was in compliance with the financial covenants contained in the Senior Credit Agreement.

Revolving Credit Facility under the Senior Credit Agreement

The Revolving Credit Facility consists of a revolving loan under which up to $2.0 billion aggregate principal amount may be borrowed, repaid and redrawn, based upon specific financial ratios and subject to the satisfaction of other customary conditions to borrowing through the maturity date of January 25, 2029. Amounts borrowed under the Revolving Credit Facility accrue interest, at SBA Senior Finance II’s election, at either (1) the Eurodollar Rate or Term SOFR Rate plus a margin that ranges from 112.5 basis points to 150.0 basis points or (2) the Base Rate plus a margin that ranges from 12.5 basis points to 50.0 basis points, in each case based on the ratio of Consolidated Net Debt to Annualized Borrower EBITDA, calculated in accordance with the Senior Credit Agreement. In addition, SBA Senior Finance II is required to pay a commitment fee of between 0.15% and 0.25% per annum on the amount of unused commitment. Furthermore, the Revolving Credit Facility incorporates sustainability-linked targets which will adjust the Revolving Credit Facility’s applicable interest and commitment fee rates upward or downward based on how the Company performs against those targets. Borrowings under the Revolving Credit Facility may be used for general corporate purposes. SBA Senior Finance II may, from time to time, borrow from and repay the Revolving Credit Facility. Consequently, the amount outstanding under the Revolving Credit Facility at the end of the period may not be reflective of the total amounts outstanding during such period.

‎

The key terms of the Revolving Credit Facility are as follows:

		Unused
	Interest Rate	Commitment
	as of	Fee as of
	March 31, 2024 (1)	March 31, 2024 (2)
Revolving Credit Facility	6.395%	0.140%

(1)The rate reflected includes a 0.050% reduction in the applicable spread as a result of meeting certain sustainability-linked targets as of December 31, 2023.

(2)The rate reflected includes a 0.010% reduction in the applicable commitment fee as a result of meeting certain sustainability-linked targets as of December 31, 2023.

The table below summarizes the Company’s Revolving Credit Facility activity during the three months ended March 31, 2024 and 2023 (in thousands):

	For the three months
	ended March 31,
	2024		2023
Beginning outstanding balance	$	180,000	$	720,000
Borrowings		125,000		140,000
Repayments		(110,000)		(185,000)
Ending outstanding balance	$	195,000	$	675,000

Subsequent to March 31, 2024, the Company repaid $50.0 million and borrowed $50.0 million under the Revolving Credit Facility, and as of the date of this filing, $195.0 million was outstanding.

Term Loan under the Senior Credit Agreement

2024 Term Loan

On January 25, 2024, the Company, through its wholly owned subsidiary, SBA Senior Finance II, issued a term loan under the amended and restated Senior Credit Agreement. The 2024 Term Loan consists of a senior secured term loan with an initial aggregate principal amount of $2.3 billion that matures on January 25, 2031. The 2024 Term Loan accrues interest, at SBA Senior Finance II's election, at either the Base Rate plus 100 basis points (with a zero Base Rate floor) or at Term SOFR plus 200 basis points (with a floor of 0%). The 2024 Term Loan was issued at 99.75% of par value. The proceeds from the 2024 Term Loan were used to retire the 2018 Term Loan and to pay related fees and expenses. In connection with the repayment, the Company expensed $3.3 million of net deferred financing fees and $1.2 million of discount related to the debt.

Principal payments on the 2024 Term Loan will be made in quarterly installments on the last day of each March, June, September, and December in an amount equal to $5.75 million beginning on June 30, 2024. The Company incurred financing fees of approximately $19.4 million in relation to this transaction, which are being amortized through the maturity date.

Secured Tower Revenue Securities

As of March 31, 2024, the entities that are borrowers on the mortgage loan (the “Borrowers”) met the debt service coverage ratio required by the mortgage loan agreement and were in compliance with all other covenants as set forth in the agreement. The sole asset of the Trust consists of a non-recourse mortgage loan made in favor of the Borrowers.