Convertible Debentures and Revolving Credit Facility

2.625% Senior Convertible Debentures

As of December 29, 2012, the Company had $600.0 million principal amount of 2.625% Debentures outstanding. The 2.625% Debentures are senior in right of payment to the Company’s existing and future unsecured indebtedness that is expressly subordinated in right of payment to the 2.625% Debentures, including the 3.125% Debentures described below. The 2.625% Debentures are convertible, subject to certain conditions, into shares of Xilinx common stock at a conversion rate of 33.0164 shares of common stock per $1 thousand principal amount of the 2.625% Debentures, representing an effective conversion price of approximately $30.29 per share of common stock. The conversion rate is subject to adjustment for certain events as outlined in the indenture governing the 2.625% Debentures but will not be adjusted for accrued interest.

The carrying values of the liability and equity components of the 2.625% Debentures are reflected in the Company’s condensed consolidated balance sheets as follows:



(In thousands)	December 29, 2012			March 31, 2012
Liability component:
Principal amount of the 2.625% Debentures	$	600,000		$	600,000
Unamortized discount of liability component	(68,653		)	(80,311		)
Hedge accounting adjustment – sale of interest rate swap	19,839			23,208
Net carrying value of the 2.625% Debentures	$	551,186		$	542,897

Equity component – net carrying value	$	105,620		$	105,620

Interest expense related to the 2.625% Debentures was included in interest and other expense, net on the condensed consolidated statements of income as follows:



	Three Months Ended				Nine Months Ended
(In thousands)	December 29, 2012		December 31, 2011		December 29, 2012		December 31, 2011
Contractual coupon interest	$	3,938	$	3,938	$	11,813	$	11,813
Amortization of debt issuance costs	362		362		1,086		1,086
Amortization of debt discount, net	2,763		2,763		8,289		8,289
Total interest expense related to the 2.625% Debentures	$	7,063	$	7,063	$	21,188	$	21,188

3.125% Junior Subordinated Convertible Debentures

As of December 29, 2012, the Company had $689.6 million principal amount of 3.125% Debentures outstanding. The 3.125% Debentures are subordinated in right of payment to the Company’s existing and future senior debt, including the 2.625% Debentures, and to the other liabilities of the Company’s subsidiaries. The 3.125% Debentures are convertible, subject to certain conditions, into shares of Xilinx common stock at a conversion rate of 33.9021 shares of common stock per $1 thousand principal amount of 3.125% Debentures, representing an effective conversion price of approximately $29.50 per share of common stock. The conversion rate is subject to adjustment for certain events as outlined in the indenture governing the 3.125% Debentures but will not be adjusted for accrued interest.

The carrying values of the liability and equity components of the 3.125% Debentures are reflected in the Company’s condensed consolidated balance sheets as follows:



(In thousands)	December 29, 2012			March 31, 2012
Liability component:
Principal amount of the 3.125% Debentures	$	689,635		$	689,635
Unamortized discount of liability component	(321,860		)	(325,448		)
Unamortized discount of embedded derivative from date of issuance	(1,402		)	(1,446		)
Carrying value of liability component – 3.125% Debentures	366,373			362,741
Carrying value of embedded derivative component	1,324			931
Net carrying value of the 3.125% Debentures	$	367,697		$	363,672
Equity component – net carrying value	$	229,513		$	229,513

Interest expense related to the 3.125% Debentures was included in interest and other expense, net on the condensed consolidated statements of income and was recognized as follows:



	Three Months Ended						Nine Months Ended
(In thousands)	December 29, 2012			December 31, 2011			December 29, 2012		December 31, 2011
Contractual coupon interest	$	5,388		$	5,388		$	16,163	$	16,163
Amortization of debt issuance costs	55			55			168		168
Amortization of embedded derivative	14			14			43		43
Amortization of debt discount	1,218			1,133			3,588		3,339
Fair value adjustment of embedded derivative	(221		)	(655		)	393		407
Total interest expense related to the 3.125% Debentures	$	6,454		$	5,935		$	20,355	$	20,120

Revolving Credit Facility

On December 7, 2011, the Company entered into a $250.0 million senior unsecured revolving credit facility with a syndicate of banks (expiring in December 2016). Borrowings under the credit facility will bear interest at a benchmark rate plus an applicable margin based upon the Company’s credit rating. In connection with the credit facility, the Company is required to maintain certain financial and nonfinancial covenants. As of December 29, 2012, the Company had made no borrowings under this credit facility and was not in violation of any of the covenants.