Debt (Tables)

12 Months Ended

Dec. 31, 2012

Components of Long-Term Debt and Reconciliation to Carrying Amount of Long-Term Debt

The components of long-term debt and a reconciliation to the carrying amount of long-term debt are presented in the table below.


	December 31,
	2012			2011
	(in millions)
L-3 Communications:
Borrowings under Amended and Restated Revolving Credit Facility⁽¹⁾	$	—		$	—
3.95% Senior Notes due 2016		500			500
5.20% Senior Notes due 2019		1,000			1,000
4.75% Senior Notes due 2020		800			800
4.95% Senior Notes due 2021		650			650
6³/₈% Senior Subordinated Notes due 2015		—			500

Subtotal		2,950			3,450

L-3 Holdings:
3% Convertible Contingent Debt Securities due 2035		689			689

Principal amount of long-term debt		3,639			4,139
Less: Unamortized discounts		(10	)		(14	)

Carrying amount of long-term debt	$	3,629		$	4,125

⁽¹⁾	L-3 Communications had the availability of substantially all of its $1 billion Amended and Restated Revolving Credit Facility at December 31, 2012 and $997 million of its $1 billion Revolving Credit Facility after reductions for outstanding letters of credit of $3 million at December 31, 2011.

Information Regarding Outstanding Senior Subordinated Note

The terms of each outstanding Senior Note are presented in the table below.


Note	Date of Issuance		Amount Issued		Discount ⁽¹⁾		Net Cash Proceeds		Effective Interest Rate			Redemption at Treasury Rate+⁽²⁾⁽³⁾
			(in millions)
3.95% Senior Notes due November 15, 2016		November 22, 2011	$	500		$4	$	491		4.11	%		50 bps
5.20% Senior Notes due October 15, 2019		October 2, 2009	$	1,000		$4	$	987		5.25	%		30 bps
4.75% Senior Notes due July 15, 2020		May 21, 2010	$	800		$3	$	790		4.79	%		25 bps
4.95% Senior Notes due February 15, 2021		February 7, 2011	$	650		$4	$	639		5.02	%		25 bps

⁽¹⁾	Discounts are recorded as a reduction to the principal amount of the notes and are amortized as interest expense over the term of the notes.

⁽²⁾

The Senior Notes may be redeemed at any time prior to their maturity at the option of L-3 Communications, in whole or in part, at a redemption price equal to the greater of (1) 100% of the principal amount, or (2) the present value of the remaining principal and interest payments discounted to the date of redemption, on a semi-annual basis, at the Treasury Rate (as defined in the Senior Indentures), plus the spread indicated in the table above.

⁽³⁾

Upon the occurrence of a change in control (as defined in the Senior Indentures), each holder of the notes will have the right to require L-3 Communications to repurchase all or any part of such holder’s notes at an offer price in cash equal to 101% of the aggregate principal amount plus accrued and unpaid interest, if any, to the date of purchase.

Redemptions of Senior Subordinated Notes

Information on the Senior Subordinated Notes redeemed by the Company during the years ended December 31, 2012, 2011 and 2010 is presented in the table below.


Note	Redemption Date		Principal Amount Redeemed		Debt Retirement Charge		Redemption Price % of Principal
			(in millions)
6 ³/₈% Senior Subordinated Notes due October 15, 2015		October 15, 2012	$	250	$	5		101.063	%
6 ³/₈% Senior Subordinated Notes due October 15, 2015⁽¹⁾		July 26, 2012	$	250	$	8		102.125	%
6 ³/₈% Senior Subordinated Notes due October 15, 2015		December 22, 2011	$	500	$	17		102.125	%
5⁷/₈% Senior Subordinated Notes due January 15, 2015		March 9, 2011	$	650	$	18		101.958	%
6¹/₈% Senior Subordinated Notes due January 15, 2014		June 21, 2010	$	400	$	13		102.042	%
6¹/₈% Senior Subordinated Notes due July 15, 2013		July 15, 2010	$	400	$	5		101.021	%

⁽¹⁾	In connection with the spin-off, Engility made a cash distribution of $335 million to L-3, a portion of which was used to redeem $250 million of the 6³/₈% 2015 Notes.