Debt and Other Obligations

General

The TVA Act authorizes TVA to issue Bonds in an amount not to exceed $30.0 billion at any time. At September 30, 2016, TVA had only two types of Bonds outstanding: power bonds and discount notes. Power bonds have maturities between one and 50 years, and discount notes have maturities of less than one year. Power bonds and discount notes are both issued pursuant to Section 15d of the TVA Act and pursuant to the Basic Tennessee Valley Authority Power Bond Resolution adopted by the TVA Board on October 6, 1960, as amended on September 28, 1976, October 17, 1989, and March 25, 1992 (the "Basic Resolution"). Bonds are not obligations of the United States, and the United States does not guarantee the payments of principal or interest on Bonds.

Power bonds and discount notes rank on parity and have first priority of payment from net power proceeds, which are defined as the remainder of TVA’s gross power revenues after deducting the costs of operating, maintaining, and administering its power properties and tax equivalent payments, but before deducting depreciation accruals or other charges representing the amortization of capital expenditures, plus the net proceeds from the sale or other disposition of any power facility or interest therein.

TVA considers its scheduled rent payments under its leaseback transactions, as well as its scheduled payments under its lease financing arrangements involving John Sevier CCF and Southaven CCF, as costs of operating, maintaining, and administering its power properties. Costs of operating, maintaining, and administering TVA's power properties have priority over TVA’s payments on the Bonds. Once net power proceeds have been applied to payments on power bonds and discount notes as well as any other Bonds that TVA may issue in the future that rank on parity with or subordinate to power bonds and discount notes, Section 2.3 of the Basic Resolution provides that the remaining net power proceeds shall be used only for minimum payments into the U.S. Treasury required by the TVA Act in repayment of, and as a return on, the Power Program Appropriation Investment, investment in power assets, additional reductions of TVA’s capital obligations, and other lawful purposes related to TVA’s power program.

The TVA Act and the Basic Resolution each contain two bond tests: the rate test and the bondholder protection test. Under the rate test, TVA must charge rates for power which will produce gross revenues sufficient to provide funds for, among other things, debt service on outstanding Bonds. As of September 30, 2016, TVA was in compliance with the rate test. See Note 1 — General. Under the bondholder protection test, TVA must, in successive five-year periods, use an amount of net power proceeds at least equal to the sum of (1) the depreciation accruals and other charges representing the amortization of capital expenditures and (2) the net proceeds from any disposition of power facilities for either the reduction of its capital obligations (including Bonds and the Power Program Appropriation Investment) or investment in power assets.

TVA met the bondholder protection test for the five-year period ended September 30, 2015, and must next meet the bondholder protection test for the five-year period ending September 30, 2020.

Secured Debt of VIEs

On August 9, 2013, SCCG issued secured notes totaling $360 million that bear interest at a rate of 3.846 percent. The SCCG notes require amortizing semi-annual payments on each February 15 and August 15, and mature on August 15, 2033. Also on August 9, 2013, SCCG issued $40 million of membership interests subject to mandatory redemption. The proceeds from the secured notes issuance and the issuance of the membership interests was paid to TVA in accordance with the terms of the Southaven head lease. See Note 9 — Southaven VIE. TVA used the proceeds from the transaction primarily to fund the acquisition of the Southaven CCF from SSSL.

On January 17, 2012, JSCCG issued secured notes totaling $900 million in aggregate principal amount that bear interest at a rate of 4.626 percent. Also on January 17, 2012, Holdco issued secured notes totaling $100 million that bear interest at a rate of 7.1 percent. The JSCCG notes and the Holdco notes require amortizing semi-annual payments on each January 15 and July 15, and mature on January 15, 2042. The Holdco notes require a $10 million balloon payment upon maturity. See Note 9 — John Sevier VIE. TVA used the proceeds from the transaction to meet its requirements under the TVA Act.

Secured debt of VIEs, including current maturities, outstanding at September 30, 2016 and 2015 totaled approximately $1.2 billion and $1.3 billion, respectively.

Secured Notes of SPEs

On July 20, 2016, TVA acquired Johnsonville Generation, LLC and Gallatin Generation, LLC, two SPEs designed to administer rent payments TVA makes under certain of its lease/leaseback arrangements. On September 27, 2000, the SPEs issued secured notes totaling $255 million that had an interest rate of 7.299 percent and required amortizing semi-annual payments on each March 15 and September 15 with a maturity date of March 15, 2019. In 2016, TVA assumed these secured notes in the acquisition at a fair value of $78 million.

The secured notes of these SPEs, including current maturities, outstanding at September 30, 2016, totaled approximately $75 million.

Short-Term Debt

The following table provides information regarding TVA's short-term borrowings:



	September 30
	2016			2015			2014

Amount outstanding - discount notes	$	1,407		$	1,034		$	596

Weighted average interest rate - discount notes	0.203		%	0.055		%	0.002		%

Put and Call Options

Bond issues of $411 million held by the public are redeemable in whole or in part, at TVA’s option, on call dates ranging from the present to 2020 and at call prices of 100 percent the principal amount. Ten Bond issues totaling $271 million, with maturity dates ranging from 2025 to 2043, include a “survivor’s option,” which allows for right of redemption upon the death of a beneficial owner in certain specified circumstances. These Bonds were classified as long-term as of September 30, 2016 and 2015.

Additionally, TVA has two issues of Putable Automatic Rate Reset Securities ("PARRS") outstanding. After a fixed-rate period of five years, the coupon rate on the PARRS may automatically be reset downward under certain market conditions on an annual basis. The coupon rate reset on the PARRS is based on a calculation. For both series of PARRS, the coupon rate will reset downward on the reset date if the rate calculated is below the then-current coupon rate on the Bond. The calculation dates, potential reset dates, and terms of the calculation are different for each series. The coupon rate on the 1998 Series D PARRS may be reset on June 1 (annually) if the sum of the five-day average of the 30-Year Constant Maturity Treasury ("CMT") rate for the week ending the last Friday in April, plus 94 basis points, is below the then-current coupon rate. The coupon rate on the 1999 Series A PARRS may be reset on May 1 (annually) if the sum of the five-day average of the 30-Year CMT rate for the week ending the last Friday in March, plus 84 basis points, is below the then-current coupon rate. The coupon rates may only be reset downward, but investors may request to redeem their Bonds at par value in conjunction with a coupon rate reset for a limited period of time prior to the reset dates under certain circumstances.

The coupon rate for the 1998 Series D PARRS, which mature in June 2028, has been reset seven times, from an initial rate of 6.750 percent to the current rate of 3.550 percent. In connection with these resets, $301 million of the Bonds have been redeemed, so that $274 million of the Bonds were outstanding at September 30, 2016. The coupon rate for the 1999 Series A PARRS, which mature in May 2029, has been reset six times, from an initial rate of 6.50 percent to the current rate of 3.360 percent. In connection with these resets, $293 million of the Bonds have been redeemed, so that $232 million of the Bonds were outstanding at September 30, 2016.

Due to the contingent nature of the put option on the PARRS, TVA determines whether the PARRS should be classified as long-term debt or current maturities of long-term debt by calculating the expected reset rate for the bonds on the calculation dates, described above. If the reset rate is less than the then-current coupon rate on the PARRS, the PARRS are included in current maturities. Otherwise, the PARRS are included in long-term debt.

Debt Securities Activity

The table below summarizes the long-term debt securities activity for the period from October 1, 2014, to September 30, 2016.



Debt Securities Activity For the years ended September 30
	2016		2015
Issues
2015 Series A⁽¹⁾	$	—	$	1,000
Discount on debt issues	—		(27		)
Total	$	—	$	973

Acquisitions
Notes payable⁽²⁾	$	78	$	—
Total	$	78	$	—

Redemptions/Maturities⁽³⁾
Variable interest entities	$	33	$	32
Notes payable	3		—
electronotes^®	47		62
1998 Series D	—		50
1999 Series A	—		38
2005 Series B	—		1,000
2009 Series A	2		3
2009 Series B	27		27
Total	$	112	$	1,212

Notes

(1) The 2015 Series A bonds were issued at 97.31 percent of par.

(2) The related leaseback obligation of $70 million previously reported in Other liabilities in TVA's consolidated balance sheets was extinguished in the fourth quarter of 2016 as a result of the acquisition. See Note 8 for additional information.

(3) All redemptions were at 100 percent of par.

Debt Outstanding

Total debt outstanding at September 30, 2016, and 2015, consisted of the following:



Short-Term Debt At September 30
CUSIP or Other Identifier	Maturity	Call/(Put) Date	Coupon Rate	2016		2015
Short-term debt, net of discounts				$	1,407	$	1,034
Current maturities of long-term debt of variable interest entities issued at par				35		33
Current maturities of notes payable				27		—
Current maturities of power bonds issued at par
880591EE8	11/15/2015		2.250%	—		2
880591EF5	12/15/2016		3.770%	28		27
88059TEL1	11/15/2016		2.650%	3		3
880591DS8	12/15/2016		4.875%	524		—
880591EA6	7/18/2017		5.500%	1,000		—
Total current maturities of power bonds issued at par				1,555		32
Total current debt outstanding, net				$	3,024	$	1,099



Long-Term Debt⁽¹⁾ At September 30
CUSIP or Other Identifier	Maturity	Coupon Rate		Call Date	2016 Par		2015 Par		Stock Exchange Listings
electronotes^®(2)	05/15/2020 - 02/15/2043	2.375 - 4.375%		2/15/2015 - 02/15/2018	$	278	$	325	None
880591DS8	12/15/2016	4.875%			—		524		New York
880591EA6	7/18/2017	5.500%			—		1,000		New York, Luxembourg
880591CU4	12/15/2017	6.250%			650		650		New York
880591EC2	4/1/2018	4.500%			1,000		1,000		New York, Luxembourg
880591EQ1	10/15/2018	1.750%			1,000		1,000		New York
880591EL2	2/15/2021	3.875%			1,500		1,500		New York
880591DC3	6/7/2021	5.805%	⁽³⁾		260		303		New York, Luxembourg
880591EN8	8/15/2022	1.875%			1,000		1,000		New York
880591ER9	9/15/2024	2.875%			1,000		1,000		New York
880591CJ9	11/1/2025	6.750%			1,350		1,350		New York, Hong Kong, Luxembourg, Singapore
880591300⁽⁴⁾	6/1/2028	3.550%			273		274		New York
880591409⁽⁴⁾	5/1/2029	3.360%			232		232		New York
880591DM1	5/1/2030	7.125%			1,000		1,000		New York, Luxembourg
880591DP4	6/7/2032	6.587%	⁽³⁾		324		378		New York, Luxembourg
880591DV1	7/15/2033	4.700%			472		472		New York, Luxembourg
880591EF5⁽⁵⁾	6/15/2034	3.770%			332		360		None
880591DX7	6/15/2035	4.650%			436		436		New York
880591CK6	4/1/2036	5.980%			121		121		New York
880591CS9	4/1/2036	5.880%			1,500		1,500		New York
880591CP5	1/15/2038	6.150%			1,000		1,000		New York
880591ED0	6/15/2038	5.500%			500		500		New York
880591EH1	9/15/2039	5.250%			2,000		2,000		New York
880591EP3	12/15/2042	3.500%			1,000		1,000		New York
880591DU3	6/7/2043	4.962%	⁽³⁾		195		227		New York, Luxembourg
880591CF7	7/15/2045	6.235%		7/15/2020	140		140		New York
880591EB4	1/15/2048	4.875%			500		500		New York, Luxembourg
880591DZ2	4/1/2056	5.375%			1,000		1,000		New York
880591EJ7	9/15/2060	4.625%			1,000		1,000		New York
880591ES7	9/15/2065	4.250%			1,000		1,000		New York
Subtotal					21,063		22,792



Unamortized discounts, premiums, issue costs, and other	(162		)	(175		)
Total long-term outstanding power bonds, net	20,901			22,617
Long-term debt of variable interest entities, net	1,199			1,233
Long-term notes payable	48			—
Total long-term debt, net	$	22,148		$	23,850

Notes

(1) Includes net exchange gain (loss) from currency transactions of $150 million at September 30, 2016 and $21 million at September 30, 2015.

(2) Includes one electronotes^® issue (88059TEL1) with partial maturities of principal for each required annual payment.

(3) The coupon rate represents TVA’s effective interest rate.

(4) TVA PARRS, CUSIP numbers 880591300 and 880591409, may be redeemed under certain conditions. See Put and Call Options above.

(5) These Bonds include partial maturities of principal for each required annual payment.



Maturities Due in the Year Ending September 30
	2017		2018		2019		2020		2021		Thereafter		Total
Long-term power bonds, long-term debt of variable interest entities and notes payable including current maturities⁽¹⁾	$	1,617	$	1,745	$	1,091	$	70	$	1,901	$	17,665	$	24,089
Short-term debt, net of discounts	1,407		—		—		—		—		—		1,407

Note

(1) Long-term power bonds does not include noncash items of foreign currency exchange gain of $150 million, unamortized debt issue costs of $62 million, and net discount on sale of Bonds of $100 million. Debt of VIEs does not include noncash item of unamortized debt issue costs of $12 million.

Credit Facility Agreements

TVA and the U.S. Treasury, pursuant to the TVA Act, have entered into a memorandum of understanding under which the U.S. Treasury provides TVA with a $150 million credit facility. This credit facility was renewed for 2017 with a maturity date of September 30, 2017. Access to this credit facility or other similar financing arrangements with the U.S. Treasury has been available to TVA since the 1960s. TVA can borrow under the U.S. Treasury credit facility only if it cannot issue Bonds in the market on reasonable terms, and TVA considers the U.S. Treasury credit facility a secondary source of liquidity. The interest rate on any borrowing under this facility is based on the average rate on outstanding marketable obligations of the United States with maturities from date of issue of one year or less. There were no outstanding borrowings under the facility at September 30, 2016. The availability of this credit facility may be impacted by how the U.S. government addresses the possibility of approaching its debt limit.

TVA also has funding available in the form of three long-term revolving credit facilities totaling $2.5 billion. One $500 million credit facility matures on February 1, 2020, one $1.0 billion credit facility matures on June 2, 2020, and another $1.0 billion credit facility matures on September 30, 2020. The interest rate on any borrowing under these facilities varies based on market factors and the rating of TVA's senior unsecured long-term non-credit-enhanced debt. TVA is required to pay an unused facility fee on the portion of the total $2.5 billion that TVA has not borrowed or committed under letters of credit. This fee, along with letter of credit fees, may fluctuate depending on the rating of TVA's senior unsecured long-term non-credit-enhanced debt. At September 30, 2016, and September 30, 2015, there were $1.4 billion and $1.1 billion, respectively, of letters of credit outstanding under the facilities, and there were no borrowings outstanding. See Note 14 — Other Derivative Instruments — Collateral.

The following table provides additional information regarding TVA's funding available in the form of three long-term revolving credit facilities:



Summary of Long-Term Credit Facilities At September 30, 2016 (in billions)
Maturity Date	Facility Limit		Letters of Credit Outstanding		Cash Borrowings		Availability
February 2020	$	0.5	$	0.5	$	—	$	—
June 2020	1.0		0.4		—		0.6
September 2020	1.0		0.5		—		0.5
Total	$	2.5	$	1.4	$	—	$	1.1

Lease/Leasebacks

Prior to 2004, TVA received approximately $945 million in proceeds by entering into lease/leaseback transactions for 24 new peaking combustion turbine units ("CTs"). TVA also received approximately $389 million in proceeds by entering into lease/leaseback transactions for qualified technological equipment and software ("QTE") in 2003. Due to TVA's continuing involvement in the operation and maintenance of the leased units and equipment and its control over the distribution of power produced by the combustion turbine facilities during the leaseback term, TVA accounted for the lease proceeds as financing obligations. On July 20, 2016, TVA acquired 100 percent of the equity interests in two SPEs created for the purpose of facilitating lease/leaseback arrangements. As a result of the acquisition, TVA effectively settled $70 million of its leaseback obligations related to eight CTs. See Note 8. At September 30, 2016, and September 30, 2015, the outstanding leaseback obligations related to CTs and QTE were $467 million and $616 million, respectively.