Debt

Debt consists of the following:



	March 31, 2017					December 31, 2016
(millions, except percentages)	Debt			Interest Rate		Debt			Interest Rate
Revolving Credit Facility, due August 27, 2020	$	—		—	%	$	—		—	%
Noble Midstream Services Revolving Credit Facility, due September 20, 2021	—			—	%	—			—	%
Term Loan Facility, due January 6, 2019	550			2.20	%	550			2.01	%
Leviathan Term Loan Facility, due February 23, 2025	—			—	%	—			—	%
8.25% Senior Notes, due March 1, 2019	1,000			8.25	%	1,000			8.25	%
5.625% Senior Notes, due May 1, 2021	379			5.625	%	379			5.625	%
4.15% Senior Notes, due December 15, 2021	1,000			4.15	%	1,000			4.15	%
5.875% Senior Notes, due June 1, 2022	18			5.875	%	18			5.875	%
7.25% Senior Notes, due October 15, 2023	100			7.25	%	100			7.25	%
5.875% Senior Notes, due June 1, 2024	8			5.875	%	8			5.875	%
3.90% Senior Notes, due November 15, 2024	650			3.90	%	650			3.90	%
8.00% Senior Notes, due April 1, 2027	250			8.00	%	250			8.00	%
6.00% Senior Notes, due March 1, 2041	850			6.00	%	850			6.00	%
5.25% Senior Notes, due November 15, 2043	1,000			5.25	%	1,000			5.25	%
5.05% Senior Notes, due November 15, 2044	850			5.05	%	850			5.05	%
7.25% Senior Debentures, due August 1, 2097	84			7.25	%	84			7.25	%
Capital Lease and Other Obligations	361			—	%	375			—	%
Total	7,100					7,114
Unamortized Discount	(22		)			(23		)
Unamortized Premium	15					17
Unamortized Debt Issuance Costs	(32		)			(34		)
Total Debt, Net of Unamortized Discount, Premium and Debt Issuance Costs	7,061					7,074
Less Amounts Due Within One Year
Capital Lease Obligations	(66		)			(63		)
Long-Term Debt Due After One Year	$	6,995				$	7,011

Revolving Credit Facility Our Credit Agreement, as amended, provides for a $4.0 billion unsecured revolving credit facility (Revolving Credit Facility), which is available for general corporate purposes. The Revolving Credit Facility (i) provides for facility fee rates that range from 10 basis points to 25 basis points per year depending upon our credit rating, (ii) provides for interest rates that are based upon the Eurodollar rate plus a margin that ranges from 90 basis points to 150 basis points depending upon our credit rating.

Noble Midstream Services Revolving Credit Facility In 2016, Noble Midstream Services, LLC, a subsidiary of Noble Midstream Partners, entered into a credit agreement for a $350 million revolving credit facility (Noble Midstream Services Revolving Credit Facility) which is available to fund working capital and to finance acquisitions and other capital expenditures of Noble Midstream Partners.

Borrowings by Noble Midstream Partners under the Noble Midstream Revolving Credit Facility bear interest at a rate equal to an applicable margin plus, at Noble Midstream Partners' option, either (a) in the case of base rate borrowings, a rate equal to the highest of (1) the prime rate, (2) the greater of the federal funds rate or the overnight bank funding rate, plus 0.5% and (3) the LIBOR for an interest period of one month plus 1.00%; or (b) in the case of LIBOR borrowings, the offered rate per annum for deposits of dollars for the applicable interest period.

Leviathan Term Loan Agreement On February 24, 2017, Noble Energy Mediterranean Ltd. (“NEML”), a wholly owned subsidiary of Noble Energy, entered into a facility agreement (“Leviathan Term Loan Facility”) which provides for a limited recourse secured term loan facility with an aggregate principal borrowing amount of up to $1.0 billion, of which $625 million is initially committed. Any loans borrowed under the Leviathan Term Loan Facility will be available to fund a portion of our share of costs for the initial phase of development (predominately for domestic supply and building the foundation for regional exports) of the Leviathan field offshore Israel.

Any amounts borrowed will be subject to repayment on a quarterly basis following production startup for the first phase of development which is targeted for the end of 2019. Repayment will be in accordance with an amortization schedule set forth in the facility agreement, with a final balloon payment of no more than 35% of the loans outstanding. The Leviathan Term Loan Facility matures on February 23, 2025 and we can prepay borrowings at any time, in whole or in part, without penalty. The Leviathan Term Loan Facility contains customary representations and warranties, affirmative and negative covenants, events of default and also includes a prepayment mechanism that reduces the final balloon amount if cash flows exceed certain defined coverage ratios.

Any amounts borrowed will accrue interest at LIBOR, plus a margin of 3.50% per annum prior to production startup, 3.25% during the period following production startup until the last two years of maturity, and 3.75% during the last two years until the maturity date. We are also required to pay a commitment fee equal to 1.00% per annum on the unused and available commitments under the Leviathan Term Loan Facility until the beginning of the repayment period.

The Leviathan Term Loan Facility is secured by a first priority security interest in substantially all of NEML's interests in the Leviathan field and its marketing subsidiary, and in assets related to the initial phase of the project. All of NEML’s revenues from the first phase of Leviathan development will be deposited in collateral accounts and we will be required to maintain a debt service reserve account for the benefit of the lenders under the Leviathan Term Loan Facility. Once servicing accounts are replenished and debt service made, all remaining cash will be available to us and our subsidiaries.

Term Loan Agreement and Completed Tender Offers In 2016, we entered into a term loan agreement (Term Loan Facility) which provides for a three-year term loan facility for a principal amount of $1.4 billion. The Term Loan Facility accrues interest, at our option, at either (a) a base rate equal to the highest of (i) the rate announced by Citibank, N.A., as its prime rate, (ii) the Federal Funds Rate plus 0.5%, and (iii) LIBOR plus 1.0%, plus a margin that ranges from 10 basis points to 75 basis points depending upon our credit rating, or (b) LIBOR plus a margin that ranges from 100 basis points to 175 basis points depending upon our credit rating.

Borrowings under the Term Loan Facility were used solely to fund tender offers for approximately $1.38 billion of notes assumed in the Rosetta Merger. As a result, we recognized a gain of $80 million in first quarter 2016 which is reflected in other operating (income) expense, net in our consolidated statements of operations. In fourth quarter 2016, we prepaid $850 million of long-term debt outstanding under the Term Loan Facility from cash on hand. As of March 31, 2017, $550 million was outstanding under the facility.

Subsequent Event On April 24, 2017, we borrowed $1.3 billion under our Revolving Credit Facility in connection with the Clayton Williams Energy Acquisition. The interest rate on our Revolving Credit Facility is a floating interest rate and was 2.0% on April 24, 2017.

See Note 7. Fair Value Measurements and Disclosures for a discussion of methods and assumptions used to estimate the fair values of debt.