Note 5. Long-Term Debt

Long-term debt consisted of the following:

	March 31,		March 31,		Dec. 31,
	2012		2011		2011
	(Dollars in thousands)

Bank debt
Bank revolving loans	$	-	$	440,163	$	-
U.S. term loans		520,000		400,000		520,000
Canadian term loans		80,943		83,130		79,323
Euro term loans		444,713		176,413		433,825
Other foreign bank revolving and term loans		120,685		98,684		97,874
Total bank debt		1,166,341		1,198,390		1,131,022

7¼% Senior Notes, net of unamortized discount		245,454		244,612		245,237
5% Senior Notes		500,000		-		-

Total debt		1,911,795		1,443,002		1,376,259
Less current portion		331,008		520,285		87,776
	$	1,580,787	$	922,717	$	1,288,483

At March 31, 2012, amounts expected to be repaid within one year consisted of $245.5 million of our 7¼% Senior Notes due 2016, or the 7¼% Notes, and $85.5 million of foreign bank revolving and term loans.

5% Senior Notes

On March 23, 2012, we issued $500 million aggregate principal amount of our 5% Senior Notes due 2020, or the 5% Notes, at 100 percent of their principal amount. The 5% Notes are general unsecured obligations of Silgan, ranking equal in right of payment with Silgan’s unsecured unsubordinated indebtedness and ahead of Silgan’s subordinated debt, if any. The 5% Notes are effectively subordinated to Silgan’s secured debt to the extent of the assets securing such debt and effectively subordinated to all obligations of the subsidiaries of Silgan. Interest on the 5% Notes is payable semi-annually in cash on April 1 and October 1 of each year, and the 5% Notes mature on April 1, 2020. Proceeds from the issuance of the 5% Notes were used in April 2012 to redeem all of the outstanding 7¼% Notes, to pay the applicable premium for such redemption, to pay related fees and expenses and for general corporate purposes.

The 5% Notes are redeemable, at the option of Silgan, in whole or in part, at any time after April 1, 2016 at the following redemption prices (expressed in percentages of principal amount) plus accrued and unpaid interest thereon to the redemption date if redeemed during the twelve month period commencing April 1, of the years set forth below:

	Year		Redemption Price
	2016		102.500%
	2017		101.250%
	2018 and thereafter		100.000%

In addition, prior to April 1, 2015, we may redeem up to 35 percent of the aggregate principal amount of the 5% Notes from the proceeds of certain equity offerings at a redemption price of 105 percent of their principal amount, plus accrued and unpaid interest to the date of redemption. We may also redeem the 5% Notes, in whole or in part, prior to April 1, 2016 at a redemption price equal to 100 percent of their principal amount plus a make-whole premium as provided in the indenture for the 5% Notes.

Upon the occurrence of a change of control, as defined in the indenture for the 5% Notes, Silgan is required to make an offer to purchase the 5% Notes at a purchase price equal to 101 percent of their principal amount, plus accrued and unpaid interest to the date of purchase.

The indenture for the 5% Notes contains covenants which are generally less restrictive than those under our senior secured credit facility, or the Credit Agreement.

7¼% Senior Notes

On April 9, 2012, we redeemed all $250 million aggregate principal amount of our outstanding 7¼% Notes at a redemption price of 112.3715 percent of their principal amount, or $280.9 million, plus accrued and unpaid interest up to the redemption date. As a result, during the second quarter of 2012, we will record a loss on early extinguishment of debt of $38.7 million for the premium paid in connection with this redemption and for the write-off of unamortized debt issuance costs and discount.