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Long-Term Debt
12 Months Ended
Dec. 31, 2012
Long-Term Debt  
Long-Term Debt

Note 2—Long-Term Debt

 

Long-term debt consists of the following:

 

 

 

Average Interest Rate at

 

 

 

 

 

 

 

 

 

December 31,

 

 

 

December 31,

 

 

 

2012

 

2011

 

Maturity

 

2012

 

2011

 

 

 

 

 

 

 

 

 

 

 

 

 

4.75% Senior Notes due November 2014 (less unamortized discount of $411 and $635 at December 31, 2012 and December 31, 2011, respectively)

 

4.75

%

4.75

%

2014

 

$

599,589

 

$

599,365

 

4.00% Senior Notes due February 2022 (less unamortized discount of $1,154 at December 31, 2012)

 

4.00

%

N/A

 

2022

 

498,846

 

 

Revolving Credit Facility

 

1.52

%

1.55

%

2016

 

500,400

 

692,400

 

Receivables Securitization Facility

 

0.86

%

2.14

%

2014

 

100,000

 

81,700

 

Notes payable to foreign banks and other debt

 

8.45

%

6.23

%

2013-2018

 

7,662

 

3,664

 

 

 

 

 

 

 

 

 

1,706,497

 

1,377,129

 

Less current portion

 

 

 

 

 

 

 

100,293

 

298

 

Total long-term debt

 

 

 

 

 

 

 

$

1,606,204

 

$

1,376,831

 

 

Revolving Credit Facility

 

In June 2011, the Company amended its $1,000,000 unsecured credit facility (the “Revolving Credit Facility”) to reduce borrowing costs and to extend the maturity date from August 2014 to July 2016. At December 31, 2012, borrowings and availability under the Revolving Credit Facility were $500,400 and $499,600, respectively.  As of December 31, 2012, the interest rate on borrowings under the Revolving Credit Facility was at a spread over LIBOR. The Revolving Credit Facility requires payment of certain annual agency and commitment fees and requires that the Company satisfy certain financial covenants.  At December 31, 2012, the Company was in compliance with the financial covenants under the Revolving Credit Facility.

 

Senior Notes

 

In November 2009, the Company issued $600,000 principal amount of unsecured 4.75% Senior Notes due November 2014 (the “4.75% Senior Notes”) at 99.813% of their face value. Net proceeds from the sale of the 4.75% Senior Notes were used to repay borrowings under the Company’s Revolving Credit Facility. Interest on the 4.75% Senior Notes is payable semi-annually on May 15 and November 15 of each year to the holders of record as of the immediately preceding May 1 and November 1. The Company may, at its option, redeem some or all of the 4.75% Senior Notes at any time by paying a make-whole premium, plus accrued and unpaid interest, if any, to the date of repurchase.  The 4.75% Senior Notes are unsecured and rank equally in right of payment with the Company’s other unsecured senior indebtedness. The fair value of the 4.75% Senior Notes at December 31, 2012 and 2011 was approximately $640,000 and $643,000, respectively, based on recent bid prices in an active market and are therefore classified as Level 1 in the fair value hierarchy (Note 4).

 

In January 2012, the Company issued $500,000 principal amount of unsecured 4.00% Senior Notes due February 2022 (the “4.00% Senior Notes”) at 99.746% of their face value.  Net proceeds from the sale of the 4.00% Senior Notes were used to repay borrowings under the Company’s Revolving Credit Facility.  Interest on the 4.00%  Senior Notes is payable semi-annually on February 1 and August 1 of each year, beginning August 1, 2012, to the holders of record as of the immediately preceding January 15 and July 15.  The Company may, at its option, redeem some or all of the 4.00% Senior Notes at any time by paying 100% of the principal amount, plus accrued and unpaid interest, if any, to the date of repurchase, plus a make-whole premium (if redeemed prior to November 1, 2021). The 4.00% Senior Notes are unsecured and rank equally in right of payment with the Company’s other unsecured senior indebtedness.  The fair value of the 4.00% Senior Notes at December 31, 2012 and 2011 was approximately $533,000 and nil, respectively, based on recent bid prices in an active market and are therefore classified as Level 1 in the fair value hierarchy (Note 4).

 

Receivables Securitization Facility

 

A subsidiary of the Company has entered into a Receivables Securitization Facility with a financial institution whereby the subsidiary can sell an undivided interest of up to $100,000 in a designated pool of qualified accounts receivable (the “Receivables Securitization Facility”). The Company services, administers and collects the receivables on behalf of the purchaser. The Receivables Securitization Facility includes certain covenants and provides for various events of termination.  Transfers of receivables are reflected as debt issued in the Company’s Consolidated Statements of Cash Flow, and the value of the outstanding undivided interest held by investors at December 31, 2011 and 2012 is accounted for as a secured borrowing and is included in the Company’s Consolidated Balance Sheets as debt.  At December 31, 2012 and 2011, borrowings under the Receivables Securitization Facility were $100,000 and $81,700, respectively.  Fees incurred in connection with the Receivables Securitization Facility are included in interest expense.  Such fees were approximately $1,000, $1,600, and $1,500 for 2012, 2011 and 2010, respectively.  In January 2013, the Company amended the Receivables Securitization Facility to extend the expiration date to January 2014.

 

The carrying value of borrowings under the Company’s Revolving Credit Facility and Receivables Securitization Facility approximated their fair value at December 31, 2012 due to their relative short-term maturities and market interest rates and are therefore classified as Level 2 in the fair value hierarchy (Note 4).

 

The maturity of the Company’s debt over each of the next five years ending December 31 and thereafter, is as follows:

 

2013

 

$

100,293

 

2014

 

600,404

 

2015

 

94

 

2016

 

500,708

 

2017

 

6,152

 

Thereafter

 

498,846

 

 

 

$

1,706,497

 

 

The Company had $14,600 of issued and unused letters of credit at December 31, 2012.