Debt

The Company, through property owner subsidiaries, had outstanding non-recourse secured mortgages and notes payable of $1,005,205 and $1,197,489 as of September 30, 2014 and December 31, 2013, respectively. Interest rates, including imputed rates on mortgages and notes payable, ranged from 2.2% to 8.5% at September 30, 2014 and 3.6% to 8.5% at December 31, 2013 and the mortgages and notes payables mature between 2014 and 2027 as of September 30, 2014. The weighted-average interest rate was 5.2% and 5.3% at September 30, 2014 and December 31, 2013, respectively.

The Company had the following senior notes outstanding as of September 30, 2014:



Issue Date	Face Amount		Interest Rate		Maturity Date	Issue Price
May 2014	$	250,000	4.40	%	June 2024	99.883	%
June 2013	250,000		4.25	%	June 2023	99.026	%
	$	500,000

The Company issued $250,000 of 4.40% Senior Notes due 2024 during the second quarter of 2014 in a registered offering to the public. The Company used the net proceeds from the sale of these senior notes to repay secured indebtedness, pay down amounts outstanding under its revolving credit facility and for other general corporate purposes.

Each series of the senior notes is unsecured and pays interest semi-annually in arrears. The Company may redeem the notes at its option at any time prior to maturity in whole or in part by paying the principal amount of the notes being redeemed plus a premium. The senior notes are rated Baa2, BBB- and BBB by Moody’s Investors Service, Inc. (“Moody’s”), Standard & Poor’s Rating Services (“S&P”) and Fitch Ratings, Inc., respectively.

The Company has a $400,000 unsecured revolving credit facility with KeyBank National Association (“KeyBank”), as agent. The unsecured revolving credit facility matures in February 2017 but can be extended until February 2018 at the Company’s option. The interest rate under the unsecured revolving credit facility ranges from LIBOR plus 0.95% to 1.725% (1.15% as of September 30, 2014) depending on the Company's unsecured debt rating. At September 30, 2014, the unsecured revolving credit facility had no amounts outstanding, outstanding letters of credit of $16,144 and availability of $383,856, subject to covenant compliance.

In 2013, the Company procured a five-year $250,000 unsecured term loan facility from KeyBank, as agent. The unsecured term loan matures in February 2018, may be prepaid without penalty and requires regular payments of interest only at interest rates ranging from LIBOR plus 1.10% to 2.10% (1.35% as of September 30, 2014) depending on the Company’s unsecured debt rating. As of September 30, 2014, the Company entered into aggregate interest-rate swap agreements to fix the LIBOR component at a weighted-average rate of 1.09% through February 2018 on the $250,000 of outstanding LIBOR-based borrowings.

The Company has a $255,000 unsecured term loan from Wells Fargo Bank, National Association (“Wells Fargo”), as agent. The term loan matures in January 2019. The term loan requires regular payments of interest only at interest rates ranging from LIBOR plus 1.50% to 2.25% (1.75% as of September 30, 2014) depending on the Company's unsecured debt rating. The Company may prepay any outstanding borrowings under the term loan facility at a premium through January 12, 2016 and at par thereafter. The Company has entered into interest-rate swap agreements to fix the LIBOR component at a weighted-average rate of 1.42% through January 2019 on the $255,000 of outstanding LIBOR-based borrowings.

The Company was in compliance with all applicable financial covenants contained in its corporate level debt agreements at September 30, 2014.

During 2010, the Company issued $115,000 aggregate principal amount of 6.00% Convertible Guaranteed Notes due 2030. The notes pay interest semi-annually in arrears and mature in January 2030. The holders of the notes may require the Company to repurchase their notes in January 2017, January 2020 and January 2025 for cash equal to 100% of the notes to be repurchased, plus any accrued and unpaid interest. The Company may not redeem any notes prior to January 2017, except to preserve its REIT status. The notes have a current conversion rate of 149.6190 common shares per one thousand principal amount of the notes, representing a conversion price of approximately $6.68 per common share. The conversion rate is subject to adjustment under certain circumstances, including increases in the Company's dividend rate above a certain threshold and the issuance of stock dividends. The notes are convertible by the holders under certain circumstances for cash, common shares or a combination of cash and common shares at the Company's election. The notes are convertible prior to the close of business on the second business day immediately preceding the stated maturity date, at any time beginning in January 2029 and also upon the occurrence of specified events. During the nine months ended September 30, 2014 and 2013, $4,205 and $54,905, respectively, aggregate principal amount of the notes were converted for 624,103 and 7,944,673 common shares, respectively, and aggregate cash payments of $62 and $3,270, respectively, plus accrued and unpaid interest resulting in aggregate debt satisfaction charges of $933 and $13,536, respectively.

On September 30, 2013, the Company obtained the release of all guarantees, other than LCIF and LCIF II (which subsequently merged into LCIF) under the indenture for the 6.00% Convertible Guaranteed Notes due 2030, the indenture for the 4.25% Senior Notes due 2023, the term loan agreements and the unsecured revolving credit facility.

Below is a summary of additional disclosures related to the 6.00% Convertible Guaranteed Notes due 2030.



	6.00% Convertible Guaranteed Notes due 2030
Balance Sheets:	September 30, 2014			December 31, 2013
Principal amount of debt component	$	24,786		$	28,991
Unamortized discount	(966		)	(1,500		)
Carrying amount of debt component	$	23,820		$	27,491
Carrying amount of equity component	$	(28,229	)	$	(26,032	)
Effective interest rate	8.1		%	8.1		%
Period through which discount is being amortized, put date	01/2017			01/2017
Aggregate if-converted value in excess of aggregate principal amount	$	11,520		$	14,296



	Three months ended September 30,				Nine months ended September 30,
Statements of Operations:	2014		2013		2014		2013
6.00% Convertible Guaranteed Notes
Coupon interest	$	375	$	473	$	1,196	$	1,871
Discount amortization	107		137		340		534
	$	482	$	610	$	1,536	$	2,405

During the nine months ended September 30, 2014 and 2013, in connection with the satisfaction of mortgage notes other than those disclosed elsewhere in these financial statements, the Company incurred debt satisfaction charges, net of $7,013 and $11,860, respectively, relating primarily to satisfying non-recourse mortgage debt prior to the stated maturity dates.