Annual report pursuant to Section 13 and 15(d)

Senior Unsecured Notes

v3.6.0.2
Senior Unsecured Notes
12 Months Ended
Dec. 31, 2016
Senior Unsecured Notes

7.    SENIOR UNSECURED NOTES



On September 12, 2016, the Company commenced a tender offer to purchase for cash any and all of its $250 million principal amount, 7.750 percent Senior Unsecured Notes due August 15, 2019 (the “2019 Notes”), subject to certain terms and conditions. On September 19, 2016, the Company purchased approximately $114.9 million principal amount of these notes validly tendered pursuant to its tender offer.  The purchase price, including a make-whole premium, was 115.977 percent of the face amount of these notes, plus all accrued and unpaid interest up to the settlement date.  The Company funded the purchase price, including accrued and unpaid interest, of approximately $134.1 million using available cash and borrowings on the Company’s unsecured revolving credit facility. 



On November 29, 2016, the Company announced that it would redeem for cash all $135.1 million outstanding principal amount of the 2019 Notes. The 2019 Notes were redeemed on December 28, 2016. The redemption price for the 2019 Notes, including a make-whole premium, was 115.314 percent of the principal amount of the 2019 Notes, plus any accrued and unpaid interest up to the redemption date. The Company funded the redemption price, including accrued and unpaid interest, of approximately $159.7 million using available cash and borrowings from its unsecured revolving credit facility.



In connection with the redemption of the 2019 Notes, the Company recorded approximately $40.7 million as a loss from extinguishment of debt for the year ended December 31, 2016.



A summary of the Company’s senior unsecured notes as of December 31, 2016 and 2015 is as follows(dollars in thousands)





 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 



 

 

December 31,

 

 

December 31,

 

Effective

 



 

 

2016

 

 

2015

 

Rate (1)

 

5.800% Senior Unsecured Notes, due January 15, 2016 (2)

 

 

 -

 

$

200,000 

 

5.806 

%

7.750% Senior Unsecured Notes, due August 15, 2019 (3)

 

 

 -

 

 

250,000 

 

8.017 

%

2.500% Senior Unsecured Notes, due  December 15, 2017

 

$

250,000 

 

 

250,000 

 

2.803 

%

4.500% Senior Unsecured Notes, due April 18, 2022

 

 

300,000 

 

 

300,000 

 

4.612 

%

3.150% Senior Unsecured Notes, due May 15, 2023

 

 

275,000 

 

 

275,000 

 

3.517 

%

Principal balance outstanding

 

 

825,000 

 

 

1,275,000 

 

 

 

Adjustment for unamortized debt discount

 

 

(4,430)

 

 

(6,156)

 

 

 

Unamortized deferred financing costs

 

 

(3,215)

 

 

(5,062)

 

 

 



 

 

 

 

 

 

 

 

 

Total senior unsecured notes, net

 

$

817,355 

 

$

1,263,782 

 

 

 



(1)Includes the cost of terminated treasury lock agreements (if any), offering and other transaction costs and the discount/premium on the notes, as applicable.

(2)On January 15, 2016, the Company repaid these notes at maturity using proceeds from a new unsecured term loan and borrowings under the Company’s unsecured revolving credit facility.

(3)During the year ended December 31, 2016, the Company purchased and redeemed these notes.  See summaries above. 



The terms of the Company’s senior unsecured notes include certain restrictions and covenants which require compliance with financial ratios relating to the maximum amount of debt leverage, the maximum amount of secured indebtedness, the minimum amount of debt service coverage and the maximum amount of unsecured debt as a percent of unsecured assets.   The Company was in compliance with its debt covenants under the indenture relating to its senior unsecured notes as of December 31, 2016. 

Mack-Cali Realty LP [Member]  
Senior Unsecured Notes

7.    SENIOR UNSECURED NOTES



On September 12, 2016, the Company commenced a tender offer to purchase for cash any and all of its $250 million principal amount, 7.750 percent Senior Unsecured Notes due August 15, 2019 (the “2019 Notes”), subject to certain terms and conditions. On September 19, 2016, the Company purchased approximately $114.9 million principal amount of these notes validly tendered pursuant to its tender offer.  The purchase price, including a make-whole premium, was 115.977 percent of the face amount of these notes, plus all accrued and unpaid interest up to the settlement date.  The Company funded the purchase price, including accrued and unpaid interest, of approximately $134.1 million using available cash and borrowings on the Company’s unsecured revolving credit facility. 



On November 29, 2016, the Company announced that it would redeem for cash all $135.1 million outstanding principal amount of the 2019 Notes. The 2019 Notes were redeemed on December 28, 2016. The redemption price for the 2019 Notes, including a make-whole premium, was 115.314 percent of the principal amount of the 2019 Notes, plus any accrued and unpaid interest up to the redemption date. The Company funded the redemption price, including accrued and unpaid interest, of approximately $159.7 million using available cash and borrowings from its unsecured revolving credit facility.



In connection with the redemption of the 2019 Notes, the Company recorded approximately $40.7 million as a loss from extinguishment of debt for the year ended December 31, 2016.



A summary of the Company’s senior unsecured notes as of December 31, 2016 and 2015 is as follows(dollars in thousands)





 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 



 

 

December 31,

 

 

December 31,

 

Effective

 



 

 

2016

 

 

2015

 

Rate (1)

 

5.800% Senior Unsecured Notes, due January 15, 2016 (2)

 

 

 -

 

$

200,000 

 

5.806 

%

7.750% Senior Unsecured Notes, due August 15, 2019 (3)

 

 

 -

 

 

250,000 

 

8.017 

%

2.500% Senior Unsecured Notes, due  December 15, 2017

 

$

250,000 

 

 

250,000 

 

2.803 

%

4.500% Senior Unsecured Notes, due April 18, 2022

 

 

300,000 

 

 

300,000 

 

4.612 

%

3.150% Senior Unsecured Notes, due May 15, 2023

 

 

275,000 

 

 

275,000 

 

3.517 

%

Principal balance outstanding

 

 

825,000 

 

 

1,275,000 

 

 

 

Adjustment for unamortized debt discount

 

 

(4,430)

 

 

(6,156)

 

 

 

Unamortized deferred financing costs

 

 

(3,215)

 

 

(5,062)

 

 

 



 

 

 

 

 

 

 

 

 

Total senior unsecured notes, net

 

$

817,355 

 

$

1,263,782 

 

 

 



(1)Includes the cost of terminated treasury lock agreements (if any), offering and other transaction costs and the discount/premium on the notes, as applicable.

(2)On January 15, 2016, the Company repaid these notes at maturity using proceeds from a new unsecured term loan and borrowings under the Company’s unsecured revolving credit facility.

(3)During the year ended December 31, 2016, the Company purchased and redeemed these notes.  See summaries above. 



The terms of the Company’s senior unsecured notes include certain restrictions and covenants which require compliance with financial ratios relating to the maximum amount of debt leverage, the maximum amount of secured indebtedness, the minimum amount of debt service coverage and the maximum amount of unsecured debt as a percent of unsecured assets.   The Company was in compliance with its debt covenants under the indenture relating to its senior unsecured notes as of December 31, 2016.