DEBT

The Company’s outstanding debt was as follows at December 31, 2012 and 2011 (in thousands):



	December 31, 2012		December 31, 2011
5.875% Senior notes due 1/15/12	$	—	$	233,903
6.300% Senior notes due 8/15/14, net of unamortized discount of $379 at December 31, 2012	374,718		374,490
6.125% Senior notes due 1/15/15	228,845		228,845
5.950% Senior notes due 3/15/17, net of unamortized discount of $596 at December 31, 2012	382,639		382,497
5.450% Senior notes due 6/7/21, net of unamortized discount of $1,012 at December 31, 2012	598,988		598,868
Total debt, including current portion	1,585,190		1,818,603
Less current portion of total debt	—		233,903
Total long-term debt	$	1,585,190	$	1,584,700

In January 2012, at maturity, the Company repaid the $233.9 million outstanding balance of its 5.875% Senior Notes.

During 2011, the Company completed the sale of $600.0 million aggregate principal amount of its 5.45% Senior Notes due 2021 (the “2021 Notes”) at the issue price of 99.800% per note. The 2021 Notes are senior unsecured obligations of Coventry and rank equally with all of its other senior unsecured indebtedness.

During 2011, the Company repaid in full the $380.0 million outstanding balance of the revolving credit facility due July 11, 2012 and the associated credit agreement was terminated.

During 2011, the Company entered into a new Credit Agreement (the “Credit Facility”). The Credit Facility provides for a five-year revolving credit facility in the principal amount of $750.0 million, with the Company having the ability to request an increase in the facility amount up to an aggregate principal amount not to exceed $1.0 billion. Advances under the Credit Facility bear interest at (1) a rate per annum equal to the Administrative Agent’s base rate (the “Base Rate”) or (2) the one-, two-, three-, six-, nine-, or twelve-month rate per annum for Eurodollar deposits (the “Eurodollar Rate”) plus an applicable margin, as selected by the Company. The applicable margin for Eurodollar Rate advances depends on the Company’s debt ratings and varies from 1.05% to 1.850%. The Company pays commitment fees on the Credit Facility ranging from 0.200% to 0.400%, per annum, regardless of usage and dependent on the Company’s debt ratings. The obligations under the Credit Facility are general unsecured obligations of the Company. As of December 31, 2012, there were no amounts outstanding under the Credit Facility.

The Company’s senior notes and Credit Facility contain certain covenants and restrictions regarding, among other things, liens, asset dispositions and consolidations or mergers. Additionally, the Company’s Credit Facility requires compliance with a leverage ratio of 3 to 1 and limits subsidiary debt. As of December 31, 2012, the Company was in compliance with the applicable covenants and restrictions under its senior notes and Credit Facility.

As of December 31, 2012, the aggregate maturities of debt based on their contractual terms, gross of unamortized discount, were as follows (in thousands):



Year	Amount
2013	$	—
2014	375,097
2015	228,845
2016	—
2017	383,235
Thereafter	600,000
Total	$	1,587,177