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LONG-TERM DEBT
12 Months Ended
Dec. 31, 2016
Debt Disclosure [Abstract]  
LONG-TERM DEBT
LONG-TERM DEBT
Long-term debt at December 31 consisted of the following (in millions):
 
2016
 
2015
5% Senior Notes, due September 2017 ($92.2 million and $366.6 million principal amount, respectively; 5.2% effective rate)
$
92.0

 
$
365.5

7.875% Senior Notes, due August 2019 ($209.8 million and $435.5 million principal amount, respectively; 8.0% effective rate)
208.9

 
432.9

4.875% Senior Notes, due June 2022 ($690.2 million and $700 million principal amount, respectively; 4.7% effective rate)
695.4

 
706.2

4.75% Senior Notes, due January 2024 ($398.1 million and $400 million principal amount, respectively; 4.8% effective rate)
395.6

 
397.1

7.375% Senior Notes, due June 2025 ($500 million principal amount; 7.4% effective rate)
497.2

 

5.4% Senior Notes, due December 2042 ($400 million principal amount; 5.4% effective rate)
394.9

 
394.7

5.85% Senior Notes, due January 2044 ($400 million principal amount; 5.9% effective rate)
396.2

 
396.0

Total carrying value
2,680.2

 
2,692.4

Current portion (1)
126.8

 

Carrying value, less current portion
$
2,553.4

 
$
2,692.4

 
 
 
 
(1) Current portion of long-term debt includes the 5% Senior Notes due 2017, as well as the portion of 7.875% Senior Notes due 2019 and 4.875% Senior Notes due 2022 tendered in December 2016 but not settled until January 2017.

The following is a summary of scheduled long-term debt maturities by year, as of December 31, 2016 (in millions):
2017
$
92.2

2018

2019
209.8

2020

2021

Thereafter
2,388.3

 
$
2,690.3


In January 2014, Rowan plc, as guarantor, and its 100% owned subsidiary, RCI, as issuer, completed the issuance and sale in a public offering of $400 million aggregate principal amount of its 4.75% Senior Notes due 2024 (the "2024 Notes") at a price to the public of 99.898% of the principal amount and $400 million aggregate principal amount of its 5.85% Senior Notes due 2044 ("the 2044 Notes") at a price to the public of 99.972% of the principal amount. Net proceeds of the offering were approximately $792 million, which the Company used in its rig construction program and for general corporate purposes.
In May 2015, the Company amended and restated its revolving credit agreement to increase the borrowing capacity under the facility from $1 billion to $1.5 billion and to extend the maturity date by one year to January 2020. In January 2016, the Company further amended the revolving credit agreement to extend the maturity date by one year to January 2021. Availability under the facility is $1.5 billion through January 23, 2019, declining to $1.44 billion through January 23, 2020, and to approximately $1.29 billion through the maturity in 2021. There were no amounts drawn under the revolving credit agreement at December 31, 2016.
Advances under the revolving credit agreement bear interest at LIBOR or Base Rate plus an applicable margin, which is dependent upon the Company's credit ratings. The applicable margins for LIBOR and Base Rate advances range from 1.125% - 2.0% and 0.125% - 1.0%, respectively. The Company is also required to pay a commitment fee on undrawn amounts of the credit agreement, which ranges from 0.125% to 0.35%, depending on the Company's credit ratings.
The revolving credit agreement requires the Company to maintain a total debt-to-capitalization ratio of less than or equal to 60%. Additionally, the credit agreement has customary restrictive covenants that, including others, restrict the Company's ability to incur certain debt and liens, enter into certain merger and acquisition agreements, sell, transfer, lease or otherwise dispose of all or substantially all of the Company's assets and substantially change the character of the Company's business from contract drilling.
During 2015, the Company paid $101.1 million in cash to retire $97.9 million aggregate principal amount of 5% Senior Notes due 2017 (the “2017 Notes”) and 7.875% Senior Notes due 2019 (the “2019 Notes”), plus accrued interest, and recognized a $1.5 million loss on early extinguishment of debt.
During the first half of 2016, the Company paid $45.2 million in cash to retire $47.9 million aggregate principal amount of the 2017 Notes and the 2019 Notes, and recognized a $2.4 million gain on early extinguishment of debt.
In December 2016, the Company commenced cash tender offers for $750 million aggregate principal amount of certain Senior Notes (as defined below) issued by the Company, which such tender offers expired on January 3, 2017. Senior Notes validly tendered and accepted for purchase prior to the early tender expiration time on December 16, 2016, received tender offer consideration plus an early tender premium. As a result of the tender offers, in December 2016, the Company paid $490.5 million to redeem $463.9 million aggregate principal amount of outstanding Senior Notes, consisting of $265.5 million of the 2017 Notes, $186.7 million of the 2019 Notes, $9.8 million of 4.875% Senior Notes due 2022 ("the 2022 Notes") and $1.9 million of the 2024 Notes, and recognized a $33.6 million loss on the early extinguishment of debt which included approximately $5.9 million of bank and legal fees.
On December 19, 2016, Rowan plc, as guarantor, and its 100% owned subsidiary, RCI, as issuer, completed the issuance of $500 million aggregate principal amount of its 7.375% Senior Notes due 2025 (the "2025 Notes") at a price of 100% of the principal amount. The Company used the net proceeds of the offering, approximately $492 million, along with cash on hand, to fund the redemption of Senior Notes related to the tender offers. $5.3 million of the cash paid to the underwriting banks in the form of the underwriters discount and structuring fee was expensed and included in the $33.6 million loss on early extinguishment of debt related to the December 2016 tender offers. Interest on the 2025 Notes is payable on June 15 and December 15 of each year, beginning on June 15, 2017. The 2025 Notes contain a provision whereby upon a change of control repurchase event, as defined in the indenture governing the 2025 Notes, the Company may be required to make an offer to repurchase all outstanding notes at a price in cash equal to 101% of the aggregate principal amount of the notes repurchased, plus any accrued and unpaid interest to the repurchase date. Otherwise, the 2025 Notes contain substantially the same provisions as the Company’s other Senior Notes.
In January 2017, at the expiration of the tender offers, the Company paid $32.8 million to redeem $34.6 million aggregate principal amount of outstanding Senior Notes, consisting of $0.1 million of the 2017 Notes, $0.9 million of the 2019 Notes and $33.6 million of the 2022 Notes.
On January 9, 2017, the Company called for redemption $92.1 million aggregate principal amount of the 2017 Notes that remained outstanding and on February 8, 2017, the Company paid $94.0 million to redeem such notes.
The 2017 Notes, 2019 Notes, 2022 Notes, 2024 Notes, 2025 Notes, 5.4% Senior Notes due 2042, and 2044 Notes (together, the “Senior Notes”) are RCI’s senior unsecured obligations and rank senior in right of payment to all of its subordinated indebtedness and pari passu in right of payment with any of RCI’s future senior indebtedness, including any indebtedness under RCI’s senior revolving credit facility. The Senior Notes rank effectively junior to RCI’s future secured indebtedness, if any, to the extent of the value of its assets constituting collateral securing that indebtedness and to all existing and future indebtedness of its subsidiaries (other than indebtedness and liabilities owed to RCI).
All or part of the Senior Notes may be redeemed at any time for an amount equal to 100% of the principal amount plus accrued and unpaid interest to the redemption date plus the applicable make-whole premium, if any.  
The Senior Notes are fully and unconditionally guaranteed on a senior and unsecured basis by Rowan plc (see Note 16).
Restrictive provisions in the Company’s bank credit facility agreement limit consolidated debt to 60% of book capitalization. Our consolidated debt to total capitalization ratio at December 31, 2016, was 34%.
Other provisions of the Company's debt agreements limit the ability of the Company to create liens that secure debt, engage in sale and leaseback transactions, merge or consolidate with another company and, in the event of noncompliance, restrict investment activities and asset purchases and sales, among other things. The Company was in compliance with its debt covenants at December 31, 2016.