Debt (Tables)

12 Months Ended

Dec. 31, 2013

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,
	2013		2012
	(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

Subtotal		2,950		2,950

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

Principal amount of long-term debt		3,639		3,639
Unamortized discounts		(9)		(10)

Carrying amount of long-term debt	$	3,630	$	3,629

⁽¹⁾

During 2013, L-3 Communications’ aggregate borrowings and repayments under the Amended and Restated Revolving Credit Facility were $1,893 million. L-3 Communications had the availability of substantially all of its $1 billion Amended and Restated Revolving Credit Facility at December 31, 2013 and 2012.

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 and 2011 is presented in the table below.


Note	Redemption Date		Principal Amount Redeemed		Debt Retirement Charge		Redemption Price % of Principal
			(in millions)
6³⁄₈% Senior Subordinated Notes due October 15, 2015		October 15, 2012	$	250	$	5		101.063%
6³⁄₈% Senior Subordinated Notes due October 15, 2015⁽¹⁾		July 26, 2012	$	250	$	8		102.125%
6³⁄₈% 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%

⁽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.