Debt

As of the indicated dates, the principal amount of QEP’s debt, including amounts outstanding under its revolving credit facility, consisted of the following:



	September 30, 2012			December 31, 2011
	(in millions)
Revolving Credit Facility due 2016	$	664.0		$	606.5
Term Loan due 2017	300.0			—
6.05% Senior Notes due 2016	176.8			176.8
6.80% Senior Notes due 2018	134.0			138.6
6.80% Senior Notes due 2020	136.0			138.0
6.875% Senior Notes due 2021	625.0			625.0
5.375% Senior Notes due 2022	500.0			—
5.25% Senior Notes due 2023	650.0			—
Total principal amount of debt	3,185.8			1,684.9
Less unamortized discount	(5.1		)	(5.5		)
Total long-term debt outstanding	$	3,180.7		$	1,679.4

Of the total debt outstanding on September 30, 2012, the revolving credit facility due August 25, 2016, the Term Loan due April 18, 2017, and the 6.05% Senior Notes due September 1, 2016, will mature within the next five years.

Credit Facility

QEP’s revolving credit facility agreement, which matures in August 2016, provides for loan commitments of $1.5 billion from a group of financial institutions. The Credit Facility provides for borrowing at short-term interest rates and contains customary covenants and restrictions. The credit facility agreement also contains an accordion provision that would allow for the amount of the facility to be increased to $2.0 billion and for the maturity to be extended for up to two additional one-year periods, with the agreement of the lenders.

During the nine months ended September 30, 2012, QEP’s weighted-average interest rate on borrowings from its Credit Facility was 2.05%. At September 30, 2012 and December 31, 2011, QEP was in compliance with the covenants under the credit agreement. At September 30, 2012, there was $664.0 million outstanding and QEP had $4.1 million in letters of credit outstanding under the Credit Facility.

Term Loan

During the second quarter of 2012, QEP entered into a $300.0 million senior, unsecured term loan agreement (Term Loan) with a group of financial institutions. The Term Loan provides for borrowings at short-term interest rates and contains covenants, restrictions and interest rates that are substantially the same as the Company’s Credit Facility. The Term Loan matures in April 2017, and the maturity date may be extended one year with the agreement of the lenders. The proceeds from the Term Loan were used to pay down the Credit Facility and for general corporate purposes. During the nine months ended September 30, 2012, QEP’s weighted-average interest rate on borrowings from the Term Loan was 2.02%. At September 30, 2012, QEP was in compliance with the covenants under the Term Loan credit agreement.

Senior Notes

During the third quarter of 2012, QEP completed a public offering of $650.0 million in aggregate principal amount of 5.25% senior notes due in May 2023 (2023 Senior Notes). The 2023 Senior Notes were issued at face value. Interest on the 2023 Senior Notes will be paid semi-annually, in May and November of each year. The estimated net proceeds of $640.8 million were used to fund a portion of the Acquisition, as described in Note 3 - Acquisition. The estimated costs associated with the offering were $9.2 million and were deferred and are being amortized over the life of the notes. The amortization expense related to all of the Company's deferred finance costs is included in “Interest expense” on the Condensed Consolidated Statement of Operations.

During the second quarter of 2012, QEP repurchased $6.7 million of its senior notes outstanding. QEP recognized a loss on extinguishment of debt from those repurchases and associated write-offs of debt issuance costs, discounts and premiums paid of $0.6 million.

During the first quarter of 2012, QEP completed a public offering of $500.0 million in aggregate principal amount of 5.375% senior notes due in October 2022 (2022 Senior Notes). The 2022 Senior Notes were issued at face value. Interest on the 2022 Senior Notes will be paid semi-annually, in April and October of each year. The net proceeds of $493.1 million were used to repay indebtedness under QEP's Credit Facility. The finance costs associated with the offering were $6.9 million and were deferred and are being amortized over the life of the notes.

At September 30, 2012, the Company had $2,221.8 million principal amount of senior notes outstanding with maturities ranging from September 2016 to May 2023 and coupons ranging from 5.25% to 6.875%. The senior notes pay interest semi-annually, are unsecured senior obligations and rank equally with all of our other existing and future unsecured and senior obligations. QEP may redeem some or all of its senior notes at any time before their maturity at a redemption price based on a make-whole amount plus accrued and unpaid interest to the date of redemption. The indenture governing QEP’s senior notes contains customary events of default and covenants that may limit QEP’s ability to, among other things, place liens on its property or assets.