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Debt, Financing Arrangements, and Leases
12 Months Ended
Dec. 31, 2012
Debt, Financing Arrangements, and Leases [Abstract]  
DEBT, FINANCING ARRANGEMENTS, AND LEASES
4. DEBT, FINANCING ARRANGEMENTS, AND LEASES
 

Long-Term Debt

 

Long-term debt, presented net of unamortized discount, consists of the following:

    December 31,
    2012 2011
         
    (Thousands of Dollars)
5.95% senior unsecured notes due 2017$ 184,726 $ 184,662
6.05% senior unsecured notes due 2018  249,639   249,573
7% senior unsecured notes due 2016  174,809   174,754
7.125% unsecured debentures due 2025  84,853   84,842
 Total long-term debt$ 694,027 $ 693,831

As of December 31, 2012, cumulative maturities of outstanding long-term debt (at face value) for the next five years are as follows:

     (Thousands  
     of Dollars) 
        
 2016: 7% senior unsecured notes $ 175,000 
 2017: 5.95% senior unsecured notes   185,000 
  Total $ 360,000 

In the second quarter of 2006, we entered into certain forward starting interest rate swaps prior to our issuance of fixed rate, long-term debt. The swaps, which were settled near the date of the June 2006 debt issuance, hedged the variability of forecasted interest payments arising from changes in interest rates prior to the issuance of our fixed rate debt. The settlement resulted in a gain, recorded in accumulated other comprehensive income, that is being amortized to reduce interest expense over the life of the related debt.

 

Restrictive Debt Covenants

 

At December 31, 2012, none of our debt instruments restrict the amount of distributions to our parent. Our debt agreements contain restrictions on our ability to incur secured debt beyond certain levels.

 

Credit Facility

 

In September 2012, WPZ amended its existing $2 billion senior unsecured revolving credit facility agreement to increase the aggregate commitments by $400 million. This facility was also amended to provide an additional $400 million increase to be available under certain conditions in the future. We may borrow up to $400 million under the credit facility to the extent not otherwise utilized by WPZ and Transcontinental Gas Pipe Line Company, LLC.

 

Under the credit facility, WPZ is required to maintain a ratio of debt to EBITDA (each as defined in the credit facility) that must be no greater than 5.0 to 1.00. For the fiscal quarter and the two following fiscal quarters in which one or more acquisitions for a total aggregate purchase price equal to or greater than $50 million has been executed, WPZ is required to maintain a ratio of debt to EBITDA of no greater than 5.5 to 1.00. For us, the ratio of debt to capitalization (defined as net worth plus debt) must be no greater than 65 percent. At December 31, 2012, we are in compliance with these financial covenants.

 

Each time funds are borrowed, the borrower may choose from two methods of calculating interest: a fluctuating base rate equal to Citibank N.A.'s alternate base rate plus an applicable margin, or a periodic fixed rate equal to London Interbank Offered Rate (LIBOR) plus an applicable margin. The borrower is required to pay a commitment fee (currently 0.20 percent) based on the unused portion of the credit facility. The applicable margin and the commitment fee are determined for each borrower by reference to a pricing schedule based on such borrower's senior unsecured long-term debt ratings. The credit facility contains various covenants that limit, among other things, a borrower's and its respective material subsidiaries' ability to grant certain liens supporting indebtedness, a borrower's ability to merge or consolidate, sell all or substantially all of its assets, enter into certain affiliate transactions, make certain distributions during an event of default, make investments and allow any material change in the nature of its business.

 

The credit facility includes customary events of default. If an event of default with respect to a borrower occurs under the credit facility, the lenders will be able to terminate the commitments for all borrowers and accelerate the maturity of any loans of the defaulting borrower and exercise other rights and remedies.

 

Total letter of credit capacity available to WPZ under the $2.4 billion credit facility is $1.3 billion. At December 31, 2012, no letters of credit have been issued and $375 million of loans are outstanding under the credit facility. At December 31, 2012, the full $400 million under the credit facility was available to us.

 

Leases

 

Our leasing arrangements include mostly premise and equipment leases that are classified as operating leases.

 

Effective October 1, 2009, we entered into an agreement to lease office space from a third party. The agreement has an initial term of approximately 10 years, with an option to renew for an additional 5 or 10 year term.

Following are the estimated future minimum annual rental payments required under operating leases, which have initial or remaining noncancelable lease terms in excess of one year:

      (Thousands 
      of Dollars) 
 2013 $ 2,415 
 2014   2,415 
 2015   2,441 
 2016   2,467 
 2017   2,494 
  Total $ 12,232 

Operating lease rental expense, net of sublease revenues, amounted to $2.2 million, $2.4 million, and $2.2 million for 2012, 2011, and 2010, respectively.