Debt and Credit Agreements

The Company's debt and credit agreements consisted of the following:



	December 31,
(In thousands)	2014		2013
Long-Term Debt
7.33% weighted-average fixed rate notes	$	20,000	$	20,000
6.51% weighted-average fixed rate notes	425,000		425,000
9.78% fixed rate notes	67,000		67,000
5.58% weighted-average fixed rate notes	175,000		175,000
3.65% weighted-average fixed rate notes	925,000		—
Revolving credit facility	140,000		460,000
	$	1,752,000	$	1,147,000

The Company has debt maturities of $20.0 million due in 2016 and $312.0 million due in 2018. In addition, the revolving credit facility matures in 2017. No other tranches of debt are due within the next five years.

At December 31, 2014, the Company was in compliance with all restrictive financial covenants in both the revolving credit facility and fixed rate notes.

Fixed Rate Notes

The Company has various issuances of fixed rate notes. Under the terms of the various fixed rate note purchase agreements, the Company may prepay all or any portion of the notes of each series on any date at a price equal to the principal amount thereof plus accrued and unpaid interest plus a make-whole premium. There are also various other restrictive covenants customarily found in such debt instruments. Those covenants include a minimum asset coverage ratio (present value of proved reserves plus adjusted cash to indebtedness and other liabilities) of 1.75 to 1.0 and a minimum annual coverage ratio of consolidated cash flow to interest expense for the trailing four quarters of 2.8 to 1.0. The notes are also subject to customary events of default. With the exception of the 7.33% weighted-average fixed rate notes, the Company is required to offer to prepay all other fixed rate notes upon specified change in control events accompanied by a ratings decline below investment grade.

Interest on each of the fixed rate notes is payable semi-annually.

7.33% Weighted-Average Fixed Rate Notes

In July 2001, the Company issued $170 million of senior unsecured fixed rate notes to a group of seven institutional investors in a private placement. The notes have bullet maturities and were issued in three separate tranches as follows:



	Principal		Term	Maturity Date	Coupon
Tranche 1	$	75,000,000	10 years	July 2011	7.26	%
Tranche 2	$	75,000,000	12 years	July 2013	7.36	%
Tranche 3	$	20,000,000	15 years	July 2016	7.46	%

As of December 31, 2014, the Company has repaid $150 million of aggregate maturities associated with the 7.33% weighted-average fixed rate notes.

6.51% Weighted-Average Fixed Rate Notes

In July 2008, the Company issued $425 million of senior unsecured fixed rate notes to a group of 41 institutional investors in a private placement. The notes have bullet maturities and were issued in three separate tranches as follows:



	Principal		Term	Maturity Date	Coupon
Tranche 1	$	245,000,000	10 years	July 2018	6.44	%
Tranche 2	$	100,000,000	12 years	July 2020	6.54	%
Tranche 3	$	80,000,000	15 years	July 2023	6.69	%

9.78% Fixed Rate Notes

In December 2008, the Company issued $67 million aggregate principal amount of 10 year 9.78% unsecured fixed rate senior notes to a group of four institutional investors in a private placement.

5.58% Weighted-Average Fixed Rate Notes

In December 2010, the Company issued $175 million of senior unsecured fixed rate notes to a group of eight institutional investors in a private placement. The notes have bullet maturities and were issued in three separate tranches as follows:



	Principal		Term	Maturity Date	Coupon
Tranche 1	$	88,000,000	10 years	January 2021	5.42	%
Tranche 2	$	25,000,000	12 years	January 2023	5.59	%
Tranche 3	$	62,000,000	15 years	January 2026	5.80	%

3.65% Weighted‑Average Fixed Rate Notes

In September 2014, the Company issued $925 million of senior unsecured fixed rate notes to a group of 24 institutional investors in a private placement. The notes have bullet maturities and were issued in three separate tranches as follows:



	Principal		Term	Maturity Date	Coupon
Tranche 1	$	100,000,000	7 years	September 2021	3.24	%
Tranche 2	$	575,000,000	10 years	September 2024	3.67	%
Tranche 3	$	250,000,000	12 years	September 2026	3.77	%

In conjunction with the issuance of the 3.65% weighted‑average fixed rate notes in September 2014, the Company incurred approximately $5.6 million of debt issuance costs, which were capitalized and will be amortized over the term of the notes. The amortization of debt issuance costs is included in interest expense in the Consolidated Statement of Operations.

Revolving Credit Agreement

The Company's revolving credit facility matures in May 2017 and is unsecured. The available credit line is subject to adjustment from time to time on the basis of (1) the projected present value (as determined by the banks based on the Company's reserve reports and engineering reports) of estimated future net cash flows from certain proved oil and gas reserves and certain other assets of the Company (the "Borrowing Base") and (2) the outstanding principal balance of the Company's fixed rate notes. While the Company does not expect a reduction in the available credit line, in the event that it is adjusted below that level in connection with scheduled redetermination or due to a termination of hedge positions, the Company has a period of six months to reduce its outstanding debt in equal monthly installments to the adjusted credit line available. At December 31, 2014, the Company had a $1.4 billion credit line under the revolving credit facility.

The Borrowing Base is redetermined annually under the terms of the revolving credit facility on April 1. In addition, either the Company or the banks may request an interim redetermination twice a year in connection with certain acquisitions or sales of oil and gas properties. Effective April 15, 2014, the lenders under the Company’s revolving credit facility approved an increase in the Company’s Borrowing Base from $2.3 billion to $3.1 billion as part of the annual redetermination under the terms of the revolving credit facility agreement. The commitments under the revolving credit facility remain unchanged at $1.4 billion.

Interest rates under the revolving credit facility are based on Euro-Dollars (LIBOR) or Alternate Base Rate (ABR) indications, plus a margin. The associated margins increase if the total indebtedness under the revolving credit facility and the Company's fixed rate notes as a percentage of the Borrowing Base is greater than the percentages shown below:



	Debt Percentage
	<25%		25% <50%		50% <75%		75% <90%		90%
Eurodollar loans	1.50	%	1.75	%	2.00	%	2.25	%	2.50	%
ABR loans	0.50	%	0.75	%	1.00	%	1.25	%	1.50	%

The revolving credit facility provides for a commitment fee on the unused available balance at annual rates ranging from 0.375% to 0.50%.

The revolving credit facility also contains various customary covenants, which include the following (with all calculations based on definitions contained in the agreement):


(a)	Maintenance of a minimum annual coverage ratio of consolidated cash flow to interest expense for the trailing four quarters of 2.8 to 1.0.


(b)	Maintenance of an asset coverage ratio of the present value of proved reserves plus adjusted cash to indebtedness and other liabilities of 1.75 to 1.0.


(c)	Maintenance of a minimum current ratio of 1.0 to 1.0.

In addition, the revolving credit facility includes a customary condition to the Company's borrowings under the facility that a material adverse change has not occurred with respect to the Company.

At December 31, 2014, the Company had $140.0 million of borrowings outstanding under its revolving credit facility and $1.3 billion available for future borrowings. The Company's weighted-average effective interest rates for the revolving credit facility during the years ended December 31, 2014, 2013 and 2012 were approximately 2.2%, 2.3% and 3.0%, respectively. As of December 31, 2014 and 2013, the weighted-average interest rate on the Company's revolving credit facility was approximately 2.4% and 2.0%, respectively.