SENIOR NOTES PAYABLE AND OTHER DEBT

9 Months Ended

Sep. 30, 2021

NOTE 10—SENIOR NOTES PAYABLE AND OTHER DEBT

The following is a summary of our senior notes payable and other debt:


	As of September 30, 2021		As of December 31, 2020
	(In thousands)
Unsecured revolving credit facility (1)	$	49,141	$	39,395
Commercial paper notes	370,000		—
Secured revolving construction credit facility due 2022	—		154,098
Floating Rate Senior Notes, Series F due 2021 (2)	236,630		235,664
3.25% Senior Notes due 2022	—		263,687
3.30% Senior Notes, Series C due 2022 (2)	197,192		196,386
Unsecured term loan due 2023	200,000		200,000
3.125% Senior Notes due 2023	—		400,000
3.10% Senior Notes due 2023	—		400,000
2.55% Senior Notes, Series D due 2023 (2)	216,911		216,025
3.50% Senior Notes due 2024	400,000		400,000
3.75% Senior Notes due 2024	400,000		400,000
4.125% Senior Notes, Series B due 2024 (2)	197,192		196,386
2.80% Senior Notes, Series E due 2024 (2)	473,261		471,328
Unsecured term loan due 2025 (2)	394,384		392,773
3.50% Senior Notes due 2025	600,000		600,000
2.65% Senior Notes due 2025	450,000		450,000
4.125% Senior Notes due 2026	500,000		500,000
3.25% Senior Notes due 2026	450,000		450,000
3.85% Senior Notes due 2027	400,000		400,000
4.00% Senior Notes due 2028	650,000		650,000
4.40% Senior Notes due 2029	750,000		750,000
3.00% Senior Notes due 2030	650,000		650,000
4.75% Senior Notes due 2030	500,000		500,000
2.50% Senior Notes due 2031	500,000		—
6.90% Senior Notes due 2037 (3)	52,400		52,400
6.59% Senior Notes due 2038 (3)	22,823		22,823
5.70% Senior Notes due 2043	300,000		300,000
4.375% Senior Notes due 2045	300,000		300,000
4.875% Senior Notes due 2049	300,000		300,000
Mortgage loans and other	2,582,812		2,092,106
Total	12,142,746		11,983,071
Deferred financing costs, net	(71,313)		(68,343)
Unamortized fair value adjustment	35,316		12,618
Unamortized discounts	(27,914)		(31,934)
Senior notes payable and other debt	$	12,078,835	$	11,895,412

(1)As of September 30, 2021 and December 31, 2020, respectively, $23.3 million and $12.2 million of aggregate borrowings were denominated in Canadian dollars. Aggregate borrowings of $25.9 million and $27.2 million were denominated in British pounds as of September 30, 2021 and December 31, 2020, respectively.

(2)Canadian Dollar debt obligations shown in U.S. Dollars.

(3)Our 6.90% senior notes due 2037 are subject to repurchase at the option of the holders, at par, on October 1, 2027, and our 6.59% senior notes due 2038 are subject to repurchase at the option of the holders, at par, on July 7 in each of 2023 and 2028.

Credit Facilities, Commercial Paper and Unsecured Term Loans

In January 2021, we entered into an amended and restated unsecured credit facility (the “New Credit Facility”) comprised of a $2.75 billion unsecured revolving credit facility initially priced at LIBOR plus 0.825% based on the Company’s debt rating. The New Credit Facility replaced our previous $3.0 billion unsecured revolving credit facility priced at 0.875%. The New Credit Facility matures in January 2025, but may be extended at our option, subject to the satisfaction of certain conditions, for two additional periods of six months each. The New Credit Facility also includes an accordion feature that permits us to increase our aggregate borrowing capacity thereunder to up to $3.75 billion, subject to the satisfaction of certain conditions.

As of September 30, 2021, we had $2.7 billion of undrawn capacity on our New Credit Facility with $49.1 million borrowings outstanding and an additional $24.9 million restricted to support outstanding letters of credit. We limit our use of the New Credit Facility, to the extent necessary, to support our commercial paper program when commercial paper notes are outstanding. As of September 30, 2021, we had $370.0 million of commercial paper outstanding.

Our wholly owned subsidiary, Ventas Realty, Limited Partnership (“Ventas Realty”), may issue from time to time unsecured commercial paper notes up to a maximum aggregate amount outstanding at any time of $1.0 billion. The notes are sold under customary terms in the U.S. commercial paper note market and are ranked pari passu with all of Ventas Realty’s other unsecured senior indebtedness. The notes are fully and unconditionally guaranteed by Ventas, Inc. As of September 30, 2021, we had $370.0 million in borrowings outstanding under our commercial paper program.

As of September 30, 2021, we had a $200.0 million unsecured term loan priced at LIBOR plus 0.90% that matures in 2023. The term loan also includes an accordion feature that effectively permits us to increase our aggregate borrowings thereunder to up to $800.0 million.

As of September 30, 2021, we had a C$500 million unsecured term loan facility priced at Canadian Dollar Offered Rate (“CDOR”) plus 0.90% that matures in 2025.

During the three months ended September 30, 2021, we terminated the $400.0 million secured revolving construction credit facility, resulting in a loss on extinguishment of debt of $0.5 million for the three months ended September 30, 2021. There were no borrowings outstanding under the secured revolving construction credit facility as of September 30, 2021.

Senior Notes

In August 2021, Ventas Realty issued and sold $500.0 million aggregate principal amount of 2.50% senior notes due 2031 at 99.74% of par.

In August 2021, Ventas Realty issued a make whole notice of redemption for the entirety of the $400.0 million aggregate principal amount of 3.125% senior notes due 2023, resulting in a loss on extinguishment of debt of $20.9 million for the three months ended September 30, 2021. The redemption settled in September 2021, principally using cash on hand.

In July 2021, Ventas Realty and Ventas Capital Corporation issued a make whole notice of redemption for the entirety of the $263.7 million aggregate principal amount of 3.25% senior notes due 2022, resulting in a loss on extinguishment of debt of $8.2 million for the three months ended September 30, 2021. The redemption settled in August 2021, principally using cash on hand.

In February 2021, Ventas Realty issued a make whole notice of redemption for the entirety of the $400.0 million aggregate principal amount of 3.10% senior notes due January 2023, resulting in a loss on extinguishment of debt of $27.3 million for the three months ended March 31, 2021. The redemption settled in March 2021, principally using cash on hand.

Mortgages

In September 2021, we assumed $482.5 million in mortgage debt in connection with the New Senior Acquisition, including a $25.4 million fair value premium which will be amortized over the remaining term through interest expense in our Consolidated Statement of Income. See “Note 4 – Acquisitions Of Real Estate Property”.

As of September 30, 2021, our indebtedness had the following maturities:


	Principal Amount Due at Maturity		Unsecured Revolving Credit Facility and Commercial Paper Notes (1)		Scheduled Periodic Amortization		Total Maturities
	(In thousands)
2021	$	293,626	$	370,000	$	15,082	$	678,708
2022	564,208		—		52,150		616,358
2023	810,886		—		38,684		849,570
2024	1,636,695		—		32,915		1,669,610
2025	2,045,971		49,141		26,761		2,121,873
Thereafter	6,077,692		—		128,935		6,206,627
Total maturities	$	11,429,078	$	419,141	$	294,527	$	12,142,746

(1)At September 30, 2021, we had $275.4 million of borrowings outstanding under our unsecured revolving credit facility and commercial paper program, net of $143.8 million of unrestricted cash and cash equivalents.