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Debt
3 Months Ended
Mar. 28, 2014
Debt Disclosure [Abstract]  
Debt

10.  Debt

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

 

     March 28,
2014
    December 31,
2013
 
     (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 (CODES)(2)

     689        689   
  

 

 

   

 

 

 

Principal amount of long-term debt

     3,639        3,639   

Unamortized discounts

     (8     (9
  

 

 

   

 

 

 

Carrying amount of long-term debt

   $ 3,631      $ 3,630   
  

 

 

   

 

 

 

 

(1) 

During the quarter ended March 28, 2014, L-3 Communications’ aggregate borrowings and repayments under the Amended and Restated Revolving Credit Facility were $524 million. At March 28, 2014, L-3 Communications had the availability of all of its $1 billion Amended and Restated Revolving Credit Facility, which expires on February 3, 2017.

 

(2) 

The CODES have been classified as long-term debt at March 28, 2014, because the Company has the ability to draw on the Amended and Restated Revolving Credit Facility to finance the conversion of the CODES.

 

L-3 Holdings

Under select conditions, including if L-3 Holdings’ common stock price is more than 120% (currently $106.90) of the then current conversion price (currently $89.08) for a specified period, the conversion feature of the CODES will require L-3 Holdings, upon conversion, to pay the holders of the CODES the principal amount in cash, and if the settlement amount exceeds the principal amount, the excess will be settled in cash or stock or a combination thereof, at the Company’s option. The current conversion rate is 11.2259 shares of common stock per $1,000 aggregate principal amount of CODES, which is equal to a conversion price of approximately $89.08 per share. At the current conversion price, the aggregate consideration to be delivered upon conversion would be determined based on 7.7 million shares of L-3 Holdings’ common stock. See Note 11 to the audited consolidated financial statements for the year ended December 31, 2013, included in the Company’s Annual Report on Form 10-K/A, filed on October 10, 2014, for the fiscal year ended December 31, 2013, for additional information regarding the CODES, including conditions for conversion.

On March 31, 2014, the Company notified holders of the CODES that they are currently entitled to convert all or a portion of their CODES. The CODES are convertible because the closing price of L-3 Holdings common stock, for at least 20 trading days during the 30 consecutive trading-day period ended on March 28, 2014 (the last trading day of the previous fiscal quarter), was greater than $106.90 (120% of the then current conversion price of $89.08) (the “trading price condition”). Holders’ right to convert pursuant to the trading price condition began March 31, 2014 and ends on June 27, 2014. As previously announced, the Company intends to settle the entire conversion payment obligation with respect to converted CODES, if any, in cash.

Interest expense recognized was $5 million for both quarterly periods ended March 28, 2014 and March 29, 2013. The carrying amount of the equity component (conversion feature) of the CODES was $64 million at March 28, 2014 and December 31, 2013.