Debt and Credit Facility

2017 Convertible Notes

During the first quarter of fiscal 2011, the Company issued $600.0 million principal amount of 2.625% 2017 Convertible Notes with maturity date of June 15, 2017. The 2017 Convertible Notes 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 2017 Convertible Notes, and are ranked equally with all of our other existing and future unsecured senior indebtedness, including the 2019 and 2021 Notes discussed below. The Company may not redeem the 2017 Convertible Notes prior to maturity. The 2017 Convertible Notes are convertible, subject to certain conditions, into shares of Xilinx common stock at a conversion rate of 34.6495 shares of common stock per $1 thousand principal amount of the 2017 Convertible Notes, representing an effective conversion price of approximately $28.86 per share of common stock. The conversion rate is subject to adjustment for certain events as outlined in the indenture governing the 2017 Convertible Notes but will not be adjusted for accrued interest.

To hedge against potential dilution upon conversion of the 2017 Convertible Notes, the Company also purchased call options on its common stock from the hedge counterparties. The call options give the Company the right to purchase up to 15.9 million shares (after the exercises during the twelve months ended April 1, 2017 - see the subsequent paragraph for more description) of its common stock at $28.86 per share. The call options will terminate upon the earlier of the maturity of the 2017 Convertible Notes or the last day any of the 2017 Convertible Notes remain outstanding. To reduce the hedging cost, under separate transactions the Company sold warrants to the hedge counterparties, which give the hedge counterparties the right to purchase up to 20.8 million shares of the Company's common stock at $40.89 per share. These warrants expire on a gradual basis over a specified period starting on September 13, 2017.

During the twelve months ended April 1, 2017, the Company received conversion requests from certain holders of the 2017 Convertible Notes. Upon settlement, the holders received a cash payment equal to the par value of the 2017 Notes converted of $142.1 million, as well as 2.5 million shares of Common Stock. In conjunction with the settlement, the Company exercised the purchased calls and received 2.5 million shares from the hedge counterparties. In accordance with the authoritative guidance for convertible debentures issued by the FASB, the conversion payment was allocated between the liability ($142.9 million) and equity ($149.1 million) components of the convertible debentures, using the equivalent rate that reflected the borrowing rate for a similar non-convertible debt prior to the conversion. As a result, the Company recognized a loss of $1.7 million. As of April 1, 2017, the Company had $457.9 million principal amount of 2017 Convertible Notes outstanding.

As of April 1, 2017, the 2017 Convertible Notes were classified as a current liability on the Company's consolidated balance sheet, and a portion of the equity component attributable to the conversion feature of the 2017 Convertible Notes was classified in temporary stockholders' equity. The amount classified as temporary equity was equal to the difference between the principal amount and carrying value of the 2017 Convertible Notes.

The carrying values of the liability and equity components of the 2017 Convertible Notes are reflected in the Company's consolidated balance sheets as follows:



(In thousands)	2017			2016
Liability component:
Principal amount of the 2017 Convertible Notes	$	457,918		$	600,000
Unamortized discount of liability component	(1,977		)	(18,135		)
Hedge accounting adjustment – sale of interest rate swap	571			5,241
Unamortized debt issuance costs associated with 2017 Convertible Notes	$	(184	)	$	(1,689	)
Net carrying value of the 2017 Convertible Notes	$	456,328		$	585,417

Equity component (including temporary equity) – net carrying value	$	50,688		$	66,415

The remaining unamortized debt discount, net of the hedge accounting adjustment from the sale of the interest rate swap, is being amortized as additional non-cash interest expense over the expected remaining term of the 2017 Convertible Notes. As of April 1, 2017, the remaining term of the 2017 Convertible Notes is 0.2 years. As of April 1, 2017, the if-converted value of the outstanding 2017 Convertible Notes was $935.8 million.

Interest expense related to the 2017 Convertible Notes was included in interest and other expense, net on the consolidated statements of income as follows:



(In thousands)	April 1, 2017		April 2, 2016		March 28, 2015
Contractual coupon interest	$	14,652	$	15,750	$	15,750
Amortization of debt issuance costs	1,398		1,448		1,448
Amortization of debt discount, net	10,670		11,052		11,052
Total interest expense related to the 2017 Convertible Notes	$	26,720	$	28,250	$	28,250

2019 and 2021 Notes

On March 12, 2014, the Company issued $500 million principal amount of 2.125% 2019 Notes and $500 million principal amount of 3.000% 2021 Notes with maturity dates of March 15, 2019 and March 15, 2021, respectively. The 2019 and 2021 Notes were offered to the public at a discounted price of 99.477% and 99.281% of par, respectively. Interest on the 2019 and 2021 Notes is payable semiannually on March 15 and September 15.

The Company received net proceeds of $990.1 million from issuance of the 2019 and 2021 Notes, after the debt discounts and deduction of debt issuance costs. The debt discounts and issuance costs are amortized to interest expense over the lives of the 2019 and 2021 Notes.

The following table summarizes the carrying value of the 2019 and 2021 Notes in the Company's consolidated balance sheets:



(In thousands)	2017			2016
Principal amount of the 2019 Notes	$	500,000		$	500,000
Unamortized discount of the 2019 Notes	(1,037		)	(1,560		)
Unamortized debt issuance costs associated with the 2019 Notes	(654		)	(996		)
Principal amount of the 2021 Notes	500,000			500,000
Unamortized discount of the 2021 Notes	(2,107		)	(2,605		)
Unamortized debt issuance costs associated with the 2021 Notes	(955		)	(1,200		)
Total senior notes	$	995,247		$	993,639

Interest expense related to the 2019 and 2021 Notes was included in interest and other expense, net on the consolidated statements of income as follows:



(In thousands)	April 1, 2017		April 2, 2016		March 28, 2015
Contractual coupon interest	$	25,625	$	25,625	$	25,625
Amortization of debt issuance costs	586		586		586
Amortization of debt discount, net	1,022		995		970
Total interest expense related to the 2019 and 2021 Notes	$	27,233	$	27,206	$	27,181

Revolving Credit Facility

On December 7, 2016, the Company entered into a $400.0 million senior unsecured revolving credit facility that, upon certain conditions, may be extended by an additional $150.0 million, with a syndicate of banks (expiring in December 2021). 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 non-financial covenants. As of April 1, 2017, the Company had made no borrowings under this credit facility and was not in violation of any of the covenants.