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Debt
12 Months Ended
Dec. 31, 2012
Debt  
Debt

11. Debt

        The following table summarizes the long-term debt of the Company at December 31, 2012 and 2011:

 
  2012   2011  

Secured Credit Agreement:

             

Revolving Credit Facility:

             

Revolving Loans

  $   $  

Term Loans:

             

Term Loan A (51 million AUD at December 31, 2012)

    53     173  

Term Loan B

    525     600  

Term Loan C (102 million CAD at December 31, 2012)

    102     114  

Term Loan D (€123 million at December 31, 2012)

    163     182  

Senior Notes:

             

3.00%, Exchangeable, due 2015

    642     624  

7.375%, due 2016

    591     588  

6.875%, due 2017 (€300 million)

    396     388  

6.75%, due 2020 (€500 million)

    660     647  

Senior Debentures:

             

7.80%, due 2018

    250     250  

Other

    95     137  
           

Total long-term debt

    3,477     3,703  

Less amounts due within one year

    23     76  
           

Long-term debt

  $ 3,454   $ 3,627  
           

        On May 19, 2011, the Company's subsidiary borrowers entered into the Secured Credit Agreement (the "Agreement"). At December 31, 2012, the Agreement included a $900 million revolving credit facility, a 51 million Australian dollar term loan, a $525 million term loan, a 102 million Canadian dollar term loan, and a €123 million term loan, each of which has a final maturity date of May 19, 2016. During 2012, the Company's subsidiary borrowers repaid 119 million Australian dollars, $75 million, 14 million Canadian dollars, and €18 million of term loans under the Agreement. At December 31, 2012, the Company's subsidiary borrowers had unused credit of $796 million available under the Agreement.

        The Agreement contains various covenants that restrict, among other things and subject to certain exceptions, the ability of the Company to incur certain liens, make certain investments, become liable under contingent obligations in certain defined instances only, make restricted junior payments, make certain asset sales within guidelines and limits, make capital expenditures beyond a certain threshold, engage in material transactions with shareholders and affiliates, participate in sale and leaseback financing arrangements, alter its fundamental business, and amend certain outstanding debt obligations.

        The Agreement also contains one financial maintenance covenant, a Leverage Ratio, that requires the Company not to exceed a ratio calculated by dividing consolidated total debt, less cash and cash equivalents, by Consolidated Adjusted EBITDA, as defined in the Agreement. The Leverage Ratio could restrict the ability of the Company to undertake additional financing or acquisitions to the extent that such financing or acquisitions would cause the Leverage Ratio to exceed the specified maximum.

        Failure to comply with these covenants and restrictions could result in an event of default under the Agreement. In such an event, the Company could not request borrowings under the revolving facility, and all amounts outstanding under the Agreement, together with accrued interest, could then be declared immediately due and payable. If an event of default occurs under the Agreement and the lenders cause all of the outstanding debt obligations under the Agreement to become due and payable, this would result in a default under a number of other outstanding debt securities and could lead to an acceleration of obligations related to these debt securities. A default or event of default under the Agreement, indentures or agreements governing other indebtedness could also lead to an acceleration of debt under other debt instruments that contain cross acceleration or cross-default provisions.

        The Leverage Ratio also determines pricing under the Agreement. The interest rate on borrowings under the Agreement is, at the Company's option, the Base Rate or the Eurocurrency Rate, as defined in the Agreement. These rates include a margin linked to the Leverage Ratio. The margins range from 1.25% to 2.00% for Eurocurrency Rate loans and from 0.25% to 1.00% for Base Rate loans. In addition, a facility fee is payable on the revolving credit facility commitments ranging from 0.25% to 0.50% per annum linked to the Leverage Ratio. The weighted average interest rate on borrowings outstanding under the Agreement at December 31, 2012 was 2.33%. As of December 31, 2012, the Company was in compliance with all covenants and restrictions in the Agreement. In addition, the Company believes that it will remain in compliance and that its ability to borrow funds under the Agreement will not be adversely affected by the covenants and restrictions.

        Borrowings under the Agreement are secured by substantially all of the assets, excluding real estate, of the Company's domestic subsidiaries and certain foreign subsidiaries. Borrowings are also secured by a pledge of intercompany debt and equity in most of the Company's domestic subsidiaries and stock of certain foreign subsidiaries. All borrowings under the agreement are guaranteed by substantially all domestic subsidiaries of the Company for the term of the Agreement.

        During May 2010, a subsidiary of the Company issued exchangeable senior notes with a face value of $690 million due June 1, 2015 ("2015 Exchangeable Notes"). The 2015 Exchangeable Notes bear interest at 3.00% and are guaranteed by substantially all of the Company's domestic subsidiaries.

        Upon exchange of the 2015 Exchangeable Notes, under the terms outlined below, the issuer of the 2015 Exchangeable Notes is required to settle the principal amount in cash and the Company is required to settle the exchange premium in shares of the Company's common stock. The exchange premium is calculated as the value of the Company's common stock in excess of the initial exchange price of approximately $47.47 per share, which is equivalent to an exchange rate of 21.0642 per $1,000 principal amount of the 2015 Exchangeable Notes. The exchange rate may be adjusted upon the occurrence of certain events, such as certain distributions, dividends or issuances of cash, stock, options, warrants or other property or effecting a share split, or a significant change in the ownership or structure of the Company, such as a recapitalization or reclassification of the Company's common stock, a merger or consolidation involving the Company or the sale or conveyance to another person of all or substantially all of the property and assets of the Company and its subsidiaries substantially as an entirety.

        Prior to March 1, 2015, the 2015 Exchangeable Notes may be exchanged only if (1) the price of the Company's common stock exceeds $61.71 (130% of the exchange price) for a specified period of time, (2) the trading price of the 2015 Exchangeable Notes falls below 98% of the average exchange value of the 2015 Exchangeable Notes for a specified period of time (trading price was 222% of exchange value at December 31, 2012), or (3) upon the occurrence of specified corporate transactions. The 2015 Exchangeable Notes may be exchanged without restrictions on or after March 1, 2015. As of December 31, 2012, the 2015 Exchangeable Notes are not exchangeable by the holders.

        The value of the exchange feature of the 2015 Exchangeable Notes was computed using the Company's non-exchangeable debt borrowing rate at the date of issuance of 6.15% and was accounted for as a debt discount and a corresponding increase to share owners' equity. The carrying values of the liability and equity components at December 31, 2012 and 2011 are as follows:

 
  2012   2011  

Principal amount of exchangeable notes

  $ 690   $ 690  

Unamortized discount on exchangeable notes

    48     66  
           

Net carrying amount of liability component

  $ 642   $ 624  
           

Carrying amount of equity component

  $ 93   $ 93  
           

        The debt discount is being amortized over the life of the 2015 Exchangeable Notes. The amount of interest expense recognized on the 2015 Exchangeable Notes for the years ended December 31, 2012 and 2011 is as follows:

 
  2012   2011  

Contractual coupon interest

  $ 21   $ 21  

Amortization of discount on exchangeable notes

    18     17  
           

Total interest expense

  $ 39   $ 38  
           

        The Company has a €240 million European accounts receivable securitization program, which extends through September 2016, subject to annual renewal of backup credit lines. Information related to the Company's accounts receivable securitization program as of December 31, 2012 and 2011 is as follows:

 
  2012   2011  

Balance (included in short-term loans)

  $ 264   $ 281  

Weighted average interest rate

    1.33 %   2.41 %

        The Company capitalized $1 million in 2011 under capital lease obligations with the related financing recorded as long-term debt. There were no new capital lease obligations recorded in 2012. This amount is included in other in the long-term debt table above.

        Annual maturities for all of the Company's long-term debt through 2017 are as follows: 2013, $23 million; 2014, $179 million; 2015, $1,068 million; 2016, $933 million; and 2017, $401 million.

        Fair values at December 31, 2012, of the Company's significant fixed rate debt obligations are as follows:

 
  Principal
Amount
  Indicated
Market
Price
  Fair Value  

Senior Notes:

                   

3.00%, Exchangeable, due 2015

  $ 690     99.34   $ 685  

7.375%, due 2016

    600     114.50     687  

6.875%, due 2017 (€300 million)

    396     103.86     411  

6.75%, due 2020 (€500 million)

    660     114.01     752  

Senior Debentures:

                   

7.80%, due 2018

    250     112.44     281