XML 29 R11.htm IDEA: XBRL DOCUMENT v3.8.0.1
Indebtedness
12 Months Ended
Dec. 31, 2017
Debt Disclosure [Abstract]  
Indebtedness
Indebtedness
The following table discloses certain information regarding our indebtedness: 
 
Outstanding Balance at
 
Interest
Rate at
December 31,
2017
 
Effective
Interest
Rate at
Issuance
 
Maturity
Date
 
December 31,
2017
 
December 31,
2016
 
Mortgage Loans Payable, Gross
$
451,602

 
$
498,435

 
4.03% – 8.26%
 
3.82% – 8.26%
 
June 2018 –
September 2022
Unamortized Debt Issuance Costs
(1,806
)
 
(2,905
)
 
 
 
 
 
 
Unamortized Premiums
260

 
426

 
 
 
 
 
 
Mortgage Loans Payable, Net
$
450,056

 
$
495,956

 
 
 
 
 
 
Senior Unsecured Notes, Gross
 
 
 
 
 
 
 
 
 
2017 Notes

 
54,981

 
N/A
 
N/A
 
12/1/2017
2027 Notes
6,070

 
6,070

 
7.15%
 
7.11%
 
5/15/2027
2028 Notes
31,901

 
31,901

 
7.60%
 
8.13%
 
7/15/2028
2032 Notes
10,600

 
10,600

 
7.75%
 
7.87%
 
4/15/2032
2017 II Notes

 
101,871

 
N/A
 
N/A
 
5/15/2017
2027 Private Placement Notes
125,000

 

 
4.30%
 
4.30%
 
4/20/2027
2029 Private Placement Notes
75,000

 

 
4.40%
 
4.40%
 
4/20/2029
Subtotal
$
248,571

 
$
205,423

 
 
 
 
 
 
Unamortized Debt Issuance Costs
(1,814
)
 
(320
)
 
 
 
 
 
 
Unamortized Discounts
(84
)
 
(105
)
 
 
 
 
 
 
Senior Unsecured Notes, Net
$
246,673

 
$
204,998

 
 
 
 
 
 
Unsecured Term Loans, Gross
 
 
 
 
 
 
 
 
 
2014 Unsecured Term Loan (A)
$
200,000

 
$
200,000

 
3.49%
 
N/A
 
1/29/2021
2015 Unsecured Term Loan (A)
260,000

 
260,000

 
2.99%
 
N/A
 
9/12/2022
Subtotal
$
460,000

 
$
460,000

 
 
 
 
 
 
Unamortized Debt Issuance Costs
(4,232
)
 
(3,362
)
 
 
 
 
 
 
Unsecured Term Loans, Net
$
455,768

 
$
456,638

 

 

 

Unsecured Credit Facility (B)
$
144,500

 
$
189,500

 
2.46%
 
N/A
 
10/29/2021

(A) The interest rate at December 31, 2017 reflects the interest rate protection agreements we entered into to effectively convert the variable rate to a fixed rate. See Note 12.
(B) The maturity date may be extended an additional year at our election, subject to certain restrictions. Amounts exclude unamortized debt issuance costs of $4,781 and $2,876 as of December 31, 2017 and 2016, respectively, which are included in prepaid expenses and other assets on the consolidated balance sheets.
Mortgage Loans Payable, Net
During the years ended December 31, 2017 and 2016, we paid off mortgage loans in the amount of $36,108 and $59,420, respectively. In connection with the mortgage loans paid off during the years ended December 31, 2017 and 2016, we recognized $1,653 and $79 as loss from retirement of debt, respectively, of which the loss related to the year ended December 31, 2016 was included in general and administrative expense.
During the year ended December 31, 2016, we assumed a mortgage loan in the amount of $4,513 in conjunction with the acquisition of one industrial property, totaling approximately 0.1 million square feet of GLA. The mortgage loan bears interest at a fixed rate of 7.35%, principal payments are amortized over 25 years and the loan matures in September 2019. In conjunction with the assumption of the mortgage loan, we recorded a premium in the amount of $529, which will be amortized as an adjustment to interest expense through maturity.
As of December 31, 2017, mortgage loans payable are collateralized, and in some instances cross-collateralized, by industrial properties with a net carrying value of $576,580. We believe the Operating Partnership and the Company were in compliance with all covenants relating to mortgage loans as of December 31, 2017.
Senior Unsecured Notes, Net
During the year ended December 31, 2017, the Operating Partnership issued $125,000 of 4.30% Series A Guaranteed Senior Notes due April 20, 2027 (the "2027 Private Placement Notes") and $75,000 of 4.40% Series B Guaranteed Senior Notes due April 20, 2029 (the "2029 Private Placement Notes" and, together with the 2027 Private Placement Notes, collectively, the "Private Placement Notes") in a private placement pursuant to a Note and Guaranty Agreement dated February 21, 2017. The 2027 Private Placement Notes and the 2029 Private Placement Notes are unsecured obligations of the Operating Partnership that are fully and unconditionally guaranteed by the Company and require semi-annual interest payments. The Operating Partnership issued an additional $300,000 of senior unsecured private placement notes in February 2018. See Subsequent Events.
During the year ended December 31, 2017, we paid off and retired our 2017 II and 2017 Notes, at maturity, in the amounts of $101,871 and $54,981, respectively.
Unsecured Term Loans, Net
On January 29, 2014, we entered into a seven-year, $200,000 unsecured loan (the "2014 Unsecured Term Loan") with a syndicate of financial institutions. During the year ended December 31, 2017, we amended the terms of the 2014 Unsecured Term Loan to, among other things, reduce by 50 basis points our interest spread from the prior rate. At December 31, 2017, the 2014 Unsecured Term Loan requires interest only payments and bears interest at a variable rate based on LIBOR plus 120 basis points. During the year ended December 31, 2017, in connection with the amendment, we recognized $51 as loss from retirement of debt related to the write-off of unamortized debt issuance costs related to a lender that opted out of its position and whose position was replaced by other lenders.
On September 11, 2015, we entered into a seven-year, $260,000 unsecured loan (the "2015 Unsecured Term Loan"; together with the 2014 Unsecured Term Loan, the "Unsecured Term Loans") with a syndicate of financial institutions. During the year ended December 31, 2017, we amended the terms of the 2015 Unsecured Term Loan to, among other things, reduce by 40 basis points our interest spread from the prior rate. At December 31, 2017, the 2015 Unsecured Term Loan requires interest only payments and bears interest at a variable rate based on LIBOR plus 120 basis points. The interest rates on the Unsecured Term Loans vary based on the Company's leverage ratio or, at our election, the Company's credit ratings.
Unsecured Credit Facility
On October 31, 2017, we amended and restated our $625,000 revolving credit agreement (the "Old Credit Facility") with a new $725,000 revolving credit agreement (as amended and restated, the "Unsecured Credit Facility"). We may request that the borrowing capacity under the Unsecured Credit Facility be increased to $1,000,000, subject to certain restrictions. The Unsecured Credit Facility matures on October 29, 2021, with an option to extend an additional one year at our election, subject to certain restrictions. At December 31, 2017, the Unsecured Credit Facility provides for interest only payments at LIBOR plus 110 basis points. The interest rate on the Unsecured Credit Facility varies based on our leverage ratio. During the year ended December 31, 2017, in connection with the amendment, we recognized $71 as loss from retirement of debt related to the write-off of unamortized debt issuance costs related to a lender that opted out of its position and whose position was replaced by other lenders.
Indebtedness
The following is a schedule of the stated maturities and scheduled principal payments of our indebtedness, exclusive of premiums, discounts and debt issuance costs, for the next five years as of December 31, and thereafter: 
 
Amount
2018
$
165,449

2019
79,329

2020
58,762

2021
411,318

2022
341,244

Thereafter
248,571

Total
$
1,304,673


The Unsecured Credit Facility, the Unsecured Term Loans, the Private Placement Notes 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 and the Unsecured Term Loans, 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 agreements. We believe that the Operating Partnership and the Company were in compliance with all covenants relating to the Unsecured Credit Facility, the Unsecured Term Loans, the Private Placement Notes and indentures governing our senior unsecured notes as of December 31, 2017. However, these financial covenants are complex and there can be no assurance that these provisions would not be interpreted by our lenders and noteholders in a manner that could impose and cause us to incur material costs.
Fair Value
At December 31, 2017 and 2016, the fair value of our indebtedness was as follows: 
 
December 31, 2017
 
December 31, 2016
 
Carrying
Amount (A)
 
Fair
Value
 
Carrying
Amount (A)
 
Fair
Value
Mortgage Loans Payable, Net
$
451,862

 
$
467,303

 
$
498,861

 
$
513,540

Senior Unsecured Notes, Net
248,487

 
269,731

 
205,318

 
222,469

Unsecured Term Loans
460,000

 
460,000

 
460,000

 
458,602

Unsecured Credit Facility
144,500

 
144,500

 
189,500

 
189,500

Total
$
1,304,849

 
$
1,341,534

 
$
1,353,679

 
$
1,384,111


(A) The carrying amounts include unamortized premiums and discounts and exclude unamortized debt issuance costs.
The fair values of our mortgage loans payable were determined by discounting the future cash flows using the current rates at which similar loans would be made based upon similar remaining maturities. The current market rates we utilized were internally estimated. The fair value of the senior unsecured notes were determined by using rates, as advised by our bankers, that are based upon recent trades within the same series of the senior unsecured notes, recent trades for senior unsecured notes with comparable maturities, recent trades for fixed rate unsecured notes from companies with profiles similar to ours, as well as overall economic conditions. The fair value of the Unsecured Credit Facility and the Unsecured Term Loans 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. We have concluded that our determination of fair value for each of our mortgage loans payable, senior unsecured notes, the Unsecured Term Loans and the Unsecured Credit Facility was primarily based upon Level 3 inputs.