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Debt

12 Months Ended

Dec. 31, 2019

EQR does not have any indebtedness as all debt is incurred by the Operating Partnership. Weighted average interest rates noted below for the years ended December 31, 2019 and 2018 include the effect of any derivative instruments and amortization of premiums/discounts/OCI (other comprehensive income) on debt and derivatives.

Mortgage Notes Payable

The following tables summarize the Company’s mortgage notes payable activity for the years ended December 31, 2019 and 2018, respectively (amounts in thousands):

	Mortgage notes payable, net as of December 31, 2018		Proceeds			Lump sum payoffs			Scheduled principal repayments			Amortization of premiums/ discounts			Amortization of deferred financing costs, net (1)			Mortgage notes payable, net as of December 31, 2019
Fixed Rate Debt:
Secured – Conventional	$	1,885,407	$	288,120	(2)	$	(584,536	)	$	(6,308	)	$	(7,999	)	$	15		$	1,574,699
Floating Rate Debt:
Secured – Conventional		6,357		7,651	(3)		(5,920	)		(500	)		—			(538	)		7,050
Secured – Tax Exempt		493,706		—			(152,565	)		—			16,617			2,103			359,861
Floating Rate Debt		500,063		7,651			(158,485	)		(500	)		16,617			1,565			366,911
Total	$	2,385,470	$	295,771		$	(743,021	)	$	(6,808	)	$	8,618		$	1,580		$	1,941,610

(1)	Represents amortization of deferred financing costs, net of debt financing costs.

(2)	Obtained 3.94% fixed rate mortgage debt held in a Fannie Mae loan pool maturing on March 1, 2029.

(3)	Obtained variable rate construction mortgage debt that is non-recourse to the Company maturing on June 25, 2022 (total commitment of $67.6 million).

	Mortgage notes payable, net as of December 31, 2017		Proceeds			Lump sum payoffs			Scheduled principal repayments			Amortization of premiums/ discounts		Amortization of deferred financing costs, net (1)		Mortgage notes payable, net as of December 31, 2018
Fixed Rate Debt:
Secured – Conventional	$	2,982,344	$	—		$	(1,093,705	)	$	(6,029	)	$	719	$	2,078	$	1,885,407
Floating Rate Debt:
Secured – Conventional		6,948		—			—			(600	)		—		9		6,357
Secured – Tax Exempt		629,430		96,935	(2)		(254,234	)		—			19,425		2,150		493,706
Floating Rate Debt		636,378		96,935			(254,234	)		(600	)		19,425		2,159		500,063
Total	$	3,618,722	$	96,935		$	(1,347,939	)	$	(6,629	)	$	20,144	$	4,237	$	2,385,470

(1)	Represents amortization of deferred financing costs, net of debt financing costs.

(2)	Reissued floating rate tax-exempt mortgage bonds which mature on April 1, 2042, remarket weekly and are guaranteed by ERPOP.

The following table summarizes the Company’s debt extinguishment costs on mortgages recorded as additional interest expense during the years ended December 31, 2019 and 2018, respectively (amounts in thousands):

Description	2019		2018
Prepayment premiums/penalties	$	3,381	$	22,110
Write-offs of unamortized deferred financing costs		2,273		2,957
Write-offs of unamortized (premiums)/discounts/OCI		6,153		16,268
Total	$	11,807	$	41,335

The following table summarizes certain interest rate and maturity date information as of and for the years ended December 31, 2019 and 2018, respectively:

	December 31, 2019	December 31, 2018
Interest Rate Ranges	0.10% - 5.29%	0.10% - 6.90%
Weighted Average Interest Rate	3.84%	4.15%
Maturity Date Ranges	2020-2061	2019-2061

As of December 31, 2019 and 2018, the Company had $281.7 million and $440.7 million, respectively, of secured debt (primarily tax-exempt bonds) subject to third party credit enhancement.

The historical cost, net of accumulated depreciation, of encumbered properties was $2.7 billion and $3.2 billion at December 31, 2019 and 2018, respectively.

Notes

The following tables summarize the Company’s notes activity for the years ended December 31, 2019 and 2018, respectively (amounts in thousands):

	Notes, net as of December 31, 2018		Proceeds			Lump sum payoffs			Realized/unrealized (gain) loss on derivative instruments		Amortization of premiums/ discounts		Amortization of deferred financing costs, net (1)			Notes, net as of December 31, 2019
Fixed Rate Debt:
Unsecured – Public	$	5,485,884	$	1,194,468	(2)	$	(600,000	)	$	—	$	3,117	$	(5,956	)	$	6,077,513
Floating Rate Debt:
Unsecured – Public		447,402		—			(450,000	)		2,277		45		276			—
Total	$	5,933,286	$	1,194,468		$	(1,050,000	)	$	2,277	$	3,162	$	(5,680	)	$	6,077,513

(1)	Represents amortization of deferred financing costs, net of debt financing costs.

(2)

Issued $600.0 million of ten-year 3.00% unsecured notes, receiving net proceeds of approximately $597.5 million before underwriting fees, hedge termination costs and other expenses. Additionally, issued $600.0 million of ten-year 2.50% unsecured notes, receiving net proceeds of approximately $597.0 million before underwriting fees and other expenses.

	Notes, net as of December 31, 2017		Proceeds			Realized/unrealized (gain) loss on derivative instruments			Amortization of premiums/ discounts		Amortization of deferred financing costs, net (1)			Notes, net as of December 31, 2018
Fixed Rate Debt:
Unsecured – Public	$	4,591,373	$	896,294	(2)	$	—		$	2,547	$	(4,330	)	$	5,485,884
Floating Rate Debt:
Unsecured – Public (3)		447,439		—			(680	)		90		553			447,402
Total	$	5,038,812	$	896,294		$	(680	)	$	2,637	$	(3,777	)	$	5,933,286

(1)	Represents amortization of deferred financing costs, net of debt financing costs.

(2)

Issued $500.0 million of ten-year 3.50% unsecured notes, receiving net proceeds of approximately $497.0 million before underwriting fees, hedge termination costs and other expenses. Additionally, issued $400.0 million of ten-year 4.15% unsecured notes, receiving net proceeds of approximately $399.3 million before underwriting fees, hedge termination costs and other expenses.

(3)	Fair value interest rate swaps converted the $450.0 million 2.375% notes due July 1, 2019 to a floating interest rate of 90-Day LIBOR plus 0.61%.

The following table summarizes the Company’s debt extinguishment costs on notes recorded as additional interest expense during the years ended December 31, 2019 and 2018, respectively (amounts in thousands):

Description	2019		2018
Prepayment premiums/penalties	$	10,266	$	—
Write-offs of unamortized deferred financing costs		287		—
Write-offs of unamortized (premiums)/discounts/OCI		1,043		—
Total	$	11,596	$	—

The following table summarizes certain interest rate and maturity date information as of and for the years ended December 31, 2019 and 2018, respectively:

	December 31, 2019	December 31, 2018
Interest Rate Ranges	2.50% - 7.57%	2.85% - 7.57%
Weighted Average Interest Rate	4.21%	4.25%
Maturity Date Ranges	2021-2047	2019-2047

The Company’s unsecured public notes contain certain financial and operating covenants including, among other things, maintenance of certain financial ratios. The Company was in compliance with its unsecured public debt covenants for both the years ended December 31, 2019 and 2018.

EQR and ERPOP currently have an active universal shelf registration statement for the issuance of equity and debt securities that automatically became effective upon filing with the SEC in June 2019 and expires in June 2022.

Line of Credit and Commercial Paper

On November 1, 2019, the Company replaced its existing $2.0 billion facility with a $2.5 billion unsecured revolving credit facility maturing November 1, 2024. The Company has the ability to increase available borrowings by an additional $750.0 million by adding lenders to the facility, obtaining the agreement of existing lenders to increase their commitments or incurring one or more term loans. The interest rate on advances under the facility will generally be LIBOR plus a spread (currently 0.775%), or based on bids received from the lending group, and the Company pays a quarterly facility fee (currently 0.125%). Both the spread and the facility fee are dependent on the Company’s senior unsecured credit rating. Weighted average interest rates on the revolving credit facility were 3.12% and 2.97% for the years ended December 31, 2019 and 2018, respectively.

The Company has an unsecured commercial paper note program in the United States. On November 4, 2019, the Company increased the maximum aggregate amount outstanding for the commercial paper program from $500.0 million to $1.0 billion. The notes will be sold under customary terms in the United States commercial paper note market subject to market conditions and will rank pari passu with all of the Company’s other unsecured senior indebtedness. The notes bear interest at various floating rates with a weighted average interest rate of 2.42% and 2.35% for the years ended December 31, 2019 and 2018, respectively, and a weighted average maturity of 40 days and 22 days as of December 31, 2019 and 2018, respectively. The weighted average amount outstanding for the years ended December 31, 2019 and 2018 was approximately $434.4 million and $397.3 respectively.

The Company limits its utilization of the revolving credit facility in order to maintain liquidity to support its $1.0 billion commercial paper program ($500.0 million at December 31, 2018) along with certain other obligations. The following table presents the availability on the Company’s unsecured revolving credit facility as of December 31, 2019 and 2018 (amounts in thousands):

	December 31, 2019			December 31, 2018
Unsecured revolving credit facility commitment	$	2,500,000		$	2,000,000
Commercial paper balance outstanding		(1,000,000	)		(500,000	)
Unsecured revolving credit facility balance outstanding		(20,000	)		—
Other restricted amounts		(100,929	)		(103,622	)
Unsecured revolving credit facility availability	$	1,379,071		$	1,396,378

The following table summarizes the Company’s debt extinguishment costs on the line of credit recorded as additional interest expense during the years ended December 31, 2019 and 2018, respectively (amounts in thousands):

Description	2019		2018
Write-offs of unamortized deferred financing costs	$	588	$	—
Total	$	588	$	—

Debt Maturity Table

The following table provides a summary of the aggregate payments of principal on all debt for each of the next five years and thereafter as of December 31, 2019 (amounts in thousands):

Year	Total
2020 (1)	$	1,027,542
2021		926,404
2022		271,835
2023		1,329,088
2024		26,100
Thereafter		5,550,010
Subtotal		9,130,979
Deferred Financing Costs and Unamortized (Discount)		(94,023	)
Total	$	9,036,956

(1)	Includes $1.0 billion in principal outstanding on the Company’s commercial paper program.