Debt, Other Financing Obligations and Other Credit Facilities

9 Months Ended

Sep. 30, 2011

Debt, Other Financing Obligations and Other Credit Facilities [Abstract]

Debt, Other Financing Obligations and Other Credit Facilities

9. Debt, Other Financing Obligations and Other Credit Facilities


	September 30,		December 31,
	2011		2010
	(In millions)
Short-term financing obligations, including current maturities	$	350	$	489
Long-term financing obligations		12,531		13,517

Total	$	12,881	$	14,006

Changes in Financing Obligations. During the nine months ended September 30, 2011, we had the following changes in our financing obligations:


			Book Value			Cash
			Increase (Decrease)			Received (Paid)
Company	Interest Rate		(In millions)
Issuances
Ruby Pipeline, L.L.C. credit facility	variable		$	393		$	393
Southern Natural Gas Company, L.L.C. (SNG) notes due 2021		4.40%		300			297
EP Energy Corporation (EPE) revolving credit facility	variable			1,425			1,418
El Paso revolving credit facilities	variable			1,619			1,610
El Paso Pipeline Partners Operating Company, L.L.C. (EPPOC) revolving credit facility	variable			965			958
EPPOC notes due 2021		5.00%		497			492

Increases through September 30, 2011			$	5,199		$	5,168

Repayments, repurchases, and other
EPE revolving credit facility	variable		$	(1,175	)	$	(1,175	)
El Paso revolving credit facilities	variable			(1,046	)		(1,046	)
EPPOC revolving credit facility	variable			(1,235	)		(1,235	)
EPPOC notes due 2011		7.76%		(37	)		(37	)
El Paso notes due 2011		7.00% — 7.625%		(332	)		(332	)
El Paso notes due 2012 through 2037		6.875% — 12.00%		(999	)		(1,159	)
Ruby Pipeline, L.L.C. credit facility⁽¹⁾	variable			(1,487	)		—
Other	various			(13	)		(17	)

Decreases through September 30, 2011			$	(6,324	)	$	(5,001	)


⁽¹⁾		In September 2011, the Ruby debt obligations became non-recourse to us and we deconsolidated Ruby. As a result, we no longer reflect the debt obligations or related interest rate swaps on our balance sheet (see Note 15).

Repurchase of Senior Notes. During the nine months ended September, 30, 2011, we repurchased approximately $1.0 billion of our senior unsecured notes. In conjunction with these transactions, we recorded total losses on debt extinguishment of $101 million and $169 million during the quarter and nine months ended September 30, 2011. In September 2010, we exchanged debt with a principal value of approximately $348 million. In conjunction with this transaction we recorded a loss of $104 million consisting of $77 million of cash consideration paid to the holders of the senior notes and $27 million to write-off unamortized discount and debt issue costs.

Refinancing of Revolving Credit Facilities. During the second quarter of 2011, we refinanced $3.25 billion in revolving credit facilities to extend their maturity to 2016. As part of the revolver refinancings, we reduced the overall borrowing capacity on the El Paso facility from $1.5 billion to $1.25 billion and increased the overall borrowing capacity on the EPPOC facility from $0.75 billion to $1.0 billion (expandable to $1.5 billion for certain expansion projects and acquisitions). Our current cost to borrow under the facilities has increased to LIBOR plus 2.25 for El Paso, LIBOR plus 2.00 for EPPOC and LIBOR plus 1.50 to 2.50 for EPE. The El Paso facility collateral support now includes the general partnership interests in El Paso Pipeline Partners, L.P. (EPB) while certain collateral restrictions have been modified providing us the ability to sell up to 100 percent of our ownership interests in either El Paso Natural Gas Company (EPNG) or Tennessee Gas Pipeline Company, L.L.C. (TGP), or some combination thereof, to EPB. Upon achieving investment grade status by one of the rating agencies, collateral support on the El Paso facility will be eliminated. As of September 30, 2011, we were in compliance with all of our debt covenants of which there were no material changes from those reported in our 2010 Annual Report on Form 10-K.

Credit Facilities/Letters of Credit. We have various credit facilities in place, including the above revolvers, which allow us to borrow funds or issue letters of credit. During the first nine months of 2011, we increased the total letter of credit capacity under certain existing and new letter of credit facilities by $175 million with a weighted average fixed facility fee of 1.78 percent and maturities ranging from April 2012 to September 2014. In July 2011, our $500 million unsecured credit facility matured. As of September 30, 2011, the aggregate amount outstanding under all of our credit facilities was $1.3 billion in addition to $0.6 billion of letters of credit and surety bonds, including $0.4 billion related to our price risk management activities. Our total available capacity under all of our facilities was approximately $1.3 billion as of September 30, 2011 (not including capacity available under the EPPOC $1.0 billion revolving credit facility).