LONG-TERM DEBT

Long-term debt consisted of the following:



(in thousands)	March 31, 2018		December 31, 2017
Credit facility	$	228,000	$	255,000
4.625% Notes, due September 1, 2021	400,000		400,000
7.32% Medium-term Notes, Series A, due July 28, 2022	20,000		20,000
7.35% Medium-term Notes, Series A, due July 28, 2027	10,000		10,000
7.125% Medium-term Notes, Series B, due February 15, 2028	100,000		100,000
Total	758,000		785,000
Less unamortized debt discount	353		360
Less unamortized debt issuance costs	1,683		1,779
Total	$	755,964	$	782,861

The debt agreements of Energen contain financial and nonfinancial covenants including routine matters such as timely payment of principal and interest, maintenance of corporate existence and restrictions on liens. None of the debt agreements have events of default based on credit ratings. As of March 31, 2018, we were in compliance with our covenants.

Under Energen’s Indenture dated September 1, 1996 with The Bank of New York as Trustee, a cross default provision provides that any debt default of more than $10 million by Energen or Energen Resources will constitute an event of default by Energen. The Indenture does not include a restriction on the payment of dividends.

Our 4.625% Notes due September 1, 2021 include change in control provisions that would be triggered in a variety of change in control events including, but not limited to, the election to our Board of a majority of directors who are not Continuing Directors. As defined in the notes, a Continuing Director is a director who (1) was a member of the Board on the date of the initial issuance of the notes; or (ii) was nominated for election or elected to the Board with the approval of a majority of the Continuing Directors who were members of the Board at the time of such nomination or election.

Credit Facility: On September 2, 2014, Energen entered into a five-year syndicated secured credit facility with domestic and foreign lenders. On November 9, 2017, the borrowing base was increased to $1.7 billion. The aggregate commitments under the credit facility did not change and remained at $1.05 billion. On April 30, 2018, we entered into an amendment to our credit facility which extended the maturity to April 30, 2023, increased the borrowing base to $2.15 billion and increased the aggregate commitments to $1.25 billion. Energen’s obligations under the syndicated credit facility are unconditionally guaranteed by Energen Resources. The credit facility is collateralized by certain assets of Energen and Energen Resources, including a pledge of equity interests in subsidiaries of Energen other than Energen Resources, by mortgages on substantially all of Energen Resources’ oil and natural gas properties and by the pledge of Energen’s and Energen Resources’ deposit accounts, securities accounts and commodity accounts (other than de minimus accounts and excluded accounts). The current credit facility qualifies for classification as long-term debt on the consolidated balance sheets. The financial covenants of the credit facility require Energen to maintain a ratio of total debt to consolidated income before interest expense, income taxes, depreciation, depletion, amortization, exploration expense and other non-cash income and expenses (EBITDAX) less than or equal to 4.0 to 1.0; and to maintain a ratio of consolidated current assets (adjusted to include amounts available for borrowings and exclude non-cash derivative instruments) to consolidated current liabilities (adjusted to exclude maturities under the credit facility and non-cash derivative instruments) greater than or equal to 1.0 to 1.0. We are also bound by covenants which limit our ability to incur additional indebtedness, make certain distributions or alter our corporate structure. Energen may not pay dividends if an event of default exists, if the payment would result in an event of default, or if availability is less than 10 percent of the loan limit under the credit facility. Our credit facility also limits our ability to enter into commodity hedges based on projected production volumes. In addition, the terms of our credit facility limit the amount we can borrow to a borrowing base amount which is determined by our lenders in their sole discretion based on their valuation of our proved reserves and their internal criteria including commodity price outlook. The borrowing base amount is subject to redetermination semi-annually and for event-driven unscheduled redeterminations. Our next scheduled redetermination is October 1, 2018.

Under the credit facility, a cross default provision provides that any debt default of more than $75 million by Energen or Energen Resources will constitute an event of default by Energen.

Upon an uncured event of default under the credit facility, all amounts owing under the credit facility, if any, depending on the nature of the event of default will automatically, or may upon notice by the administrative agent or the requisite lenders thereunder, become immediately due and payable and the lenders may terminate their commitments under the defaulted facility.

The following is a summary of information relating to Energen’s credit facility:



(in thousands)	March 31, 2018		December 31, 2017
Credit facility outstanding	$	228,000	$	255,000
Available for borrowings	822,000		795,000
Total borrowing commitments*	$	1,050,000	$	1,050,000

*Effective April 30, 2018, borrowing commitments were increased to $1.25 billion.



	Three months ended March 31,
(in thousands)	2018			2017
Maximum amount outstanding at any month-end	$	240,000		$	—
Average daily amount outstanding	$	249,172		$	28
Weighted average interest rates based on:
Average daily amount outstanding	2.89		%	2.05		%
Amount outstanding at period-end	3.09		%	—		%

The following is a summary of information relating to Energen’s interest expense:



	Three months ended March 31,
(in thousands)	2018		2017
Interest expense	$	10,248	$	9,023
Amortization of debt issuance costs related to long-term debt, including our credit facility*	$	831	$	842
Commitment fees*	$	617	$	788

*Included in Energen’s total interest expense. Energen had no capitalized interest for the three months ended March 31, 2018 and 2017. At March 31, 2018, Energen paid commitment fees on the unused portion of the available credit facility at a current annual rate of 30 basis points.