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Debt
9 Months Ended
Sep. 30, 2013
Debt  
Debt

11.       Debt

 

Long-term debt consisted of the following:

 

 

 

September 30, 2013

 

December 31, 2012

 

 

 

In

 

 

 

In

 

 

 

 

 

Denominated

 

 

 

Denominated

 

 

 

($ in millions)

 

Currency

 

In U.S. $

 

Currency

 

In U.S. $

 

 

 

 

 

 

 

 

 

 

 

Notes Payable

 

 

 

 

 

 

 

 

 

7.125% Senior Notes, due September 2016

 

$

 

$

 

$

375.0

 

$

375.0

 

7.375% Senior Notes, due September 2019

 

$

315.4

 

315.4

 

$

325.0

 

325.0

 

6.75% Senior Notes, due September 2020

 

$

500.0

 

500.0

 

$

500.0

 

500.0

 

5.75% Senior Notes, due May 2021

 

$

500.0

 

500.0

 

$

500.0

 

500.0

 

5.00% Senior Notes, due March 2022

 

$

750.0

 

750.0

 

$

750.0

 

750.0

 

4.00% Senior Notes, due November 2023

 

$

1,000.0

 

1,000.0

 

$

 

 

Senior Credit Facilities, due June 2018 (at variable rates)

 

 

 

 

 

 

 

 

 

Term A Loan, U.S. dollar denominated

 

$

 

 

$

125.0

 

125.0

 

Term B Loan, British sterling denominated

 

£

37.3

 

60.2

 

£

46.5

 

75.2

 

Term C Loan, euro denominated

 

81.6

 

110.4

 

91.3

 

120.6

 

Multi-currency revolver, euro denominated

 

 

 

159.0

 

210.1

 

Latapack-Ball Notes Payable (at various rates and terms)

 

$

230.7

 

230.7

 

$

176.1

 

176.1

 

Other (including discounts and premiums)

 

Various

 

(2.6

)

Various

 

32.4

 

 

 

 

 

3,464.1

 

 

 

3,189.4

 

Less: Current portion of long-term debt

 

 

 

(46.6

)

 

 

(104.1

)

 

 

 

 

$

3,417.5

 

 

 

$

3,085.3

 

 

In May 2013, Ball: (1) issued $1 billion of 4.00 percent senior notes due in November 2023; (2) tendered for the redemption of its 7.125 percent senior notes originally due in September 2016 in the amount of $375 million, at a redemption price per note of 105.322 percent of the outstanding principal amount plus accrued interest; and (3) repaid the $125 million Term A loan, which was a component of the senior credit facilities. The redemption of the senior notes, all of which occurred in the second quarter, and the early repayment of the Term A loan resulted in charges of $26.5 million for the tender and call premiums, as well as the write off of unamortized financing costs and issuance discounts. These charges are included as a component of interest expense in the unaudited condensed consolidated statement of earnings.

 

The senior credit facilities bear interest at variable rates and include the term loans described in the table above, as well as a long-term, multi-currency committed revolving credit facility that provides the company with up to the U.S. dollar equivalent of $1 billion. In June 2013, the company amended the senior credit facilities and extended the term from December 2015 to June 2018. In connection with the amendment, the company recorded a charge of $0.4 million for the write off of unamortized financing costs. The charge is included as a component of interest expense in the unaudited condensed consolidated statement of earnings.

 

At September 30, 2013, taking into account outstanding letters of credit and excluding availability under the accounts receivable securitization program, approximately $984 million was available under the company’s long-term, multi-currency committed revolving credit facilities, which are available until June 2018. In addition to these facilities, the company had approximately $658 million of short-term uncommitted credit facilities available at the end of the quarter, of which $57.9 million was outstanding and due on demand.

 

The fair value of the long-term debt at September 30, 2013, and at December 31, 2012, approximated its carrying value. The fair value reflects the market rates at each period end for debt with credit ratings similar to the company’s ratings. Rates currently available to the company for loans with similar terms and maturities are used to estimate the fair value of long-term debt based on discounted cash flows.

 

On March 9, 2012, Ball issued $750 million of 5.00 percent senior notes due in March 2022. On the same date, the company tendered for the redemption of its 6.625 percent senior notes originally due in March 2018 in the amount of $450 million, at a redemption price per note of 102.583 percent of the outstanding principal amount plus accrued interest. The company redeemed $392.7 million during the first quarter of 2012, and the remaining $57.3 million was redeemed during the second quarter. The redemption of the bonds resulted in a charge of $15.1 million for the call premium and the write off of unamortized financing costs and premiums. The charge is included as a component of interest expense in the unaudited condensed consolidated statement of earnings.

 

In August 2011, the company entered into an accounts receivable securitization agreement for a term of three years, as amended from time to time. The maximum the company can borrow under the amended agreement can vary between $85 million and $210 million depending on the seasonal accounts receivable balances in the company’s North American packaging businesses. There were no accounts receivable sold under this agreement at September 30, 2013, or December 31, 2012. Borrowings under the securitization agreement, if any, are included within short-term debt and current portion of long-term debt on the balance sheet.

 

The senior notes and senior credit facilities are guaranteed on a full, unconditional and joint and several basis by certain of the company’s wholly owned domestic subsidiaries. Certain foreign denominated tranches of the senior credit facilities are similarly guaranteed by certain of the company’s wholly owned foreign subsidiaries. Note 19 contains further details, as well as required unaudited condensed consolidating financial information for the company, segregating the guarantor subsidiaries and non-guarantor subsidiaries as defined in the senior notes agreements.

 

The U.S. note agreements, bank credit agreement and accounts receivable securitization agreement contain certain restrictions relating to dividend payments, share repurchases, investments, financial ratios, guarantees and the incurrence of additional indebtedness. The most restrictive of the company’s debt covenants require the company to maintain an interest coverage ratio (as defined in the agreements) of no less than 3.50 and a leverage ratio (as defined) of no greater than 4.00. The company was in compliance with all loan agreements and debt covenants at September 30, 2013, and December 31, 2012, and has met all debt payment obligations.

 

The Latapack-Ball debt facilities contain various covenants and restrictions but are non-recourse to Ball Corporation and its wholly owned subsidiaries.