Long-Term Debt

6 Months Ended

Jun. 30, 2011

Long-Term Debt

Long-Term Debt

9. Long-Term Debt

Debt is summarized below (in thousands):

	June 30, 2011		December 31, 2010
Credit Facility
Revolving credit facility, 4.22% average interest due July 2015	$	246,500	$	—
Senior Notes (1)
Senior Notes, 8.5% interest, net of discount of $6 and $642, respectively, issued July 2006 and due July 2016	2,784		274,358
Senior Notes, 8.75% interest, net of discount of $576 and $924, respectively, issued April and May 2008 and due April 2018	333,786		499,076
Senior Notes, 6.75% interest, issued November 2010 and due November 2020	500,000		500,000
Senior Notes, 6.5% interest, net of discount of $968, issued February and March 2011 and due August 2021	499,032		—
Total long-term debt	$	1,582,102	$	1,273,434

(1) The estimated aggregate fair value of the senior notes (collectively, the “Senior Notes”) was approximately $1,366.2 million and $1,333.9 million as of June 30, 2011 and December 31, 2010, respectively, based on quoted market prices.

Credit Facility

On June 15, 2011, the Partnership executed a joinder agreement to the Credit Facility to include an additional member in the bank group and to exercise a portion of the accordion feature under the Credit Facility, thereby increasing the borrowing capacity of the Credit Facility to $745 million and reducing the uncommitted accordion feature to $155 million.

Under the provisions of the Credit Facility, the Partnership is subject to a number of restrictions and covenants. These covenants are used to calculate the available borrowing capacity on a quarterly basis. The Credit Facility is guaranteed by the Partnership’s wholly-owned subsidiaries and collateralized by substantially all of the Partnership’s assets and those of its wholly-owned subsidiaries. As of June 30, 2011, the Partnership had $27.3 million of letters of credit outstanding under the Credit Facility and approximately $471.2 million available for borrowing.

Senior Notes

On February 24, 2011, the Partnership completed a public offering of $300 million in aggregate principal amount of 6.5% senior unsecured notes (“2021 Senior Notes”), which were issued at par. On March 10, 2011, the Partnership completed a follow-on public offering of an additional $200 million in aggregate principal amount of 2021 Senior Notes, which were issued at 99.5% of par and are treated as a single class of debt securities with the 2021 Senior Notes issued on February 24, 2011. The 2021 Senior Notes mature on August 15, 2021, and interest is payable semi-annually in arrears on February 15 and August 15, commencing August 15, 2011. The Partnership received aggregate net proceeds of approximately $492 million from the 2021 Senior Notes offerings after deducting the underwriting fees and other third-party expenses. The Partnership used the net proceeds from these offerings to fund the repurchase of approximately $272.2 million in aggregate principal amount of the Partnership’s 8.5% senior unsecured notes due 2016 (the “2016 Senior Notes”) and approximately $165.6 million in aggregate principal amount of the Partnership’s 8.75% senior unsecured notes due 2018 (the “2018 Senior Notes”). The remaining proceeds were used to repay borrowings under the Credit Facility. The Partnership recorded a pre-tax loss on redemption of debt of approximately $43.3 million in the first quarter of 2011 related to the  repurchase of  the 2016 Senior Notes and 2018 Senior Notes, which consisted of approximately $3.8 million for the non-cash write off of the unamortized discount and deferred finance costs and approximately $39.5 million for the payment of the related tender premiums and third-party expenses.