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Debt
3 Months Ended
Mar. 30, 2013
Debt
8. Debt

Debt and the average interest rates on debt outstanding were as follows:

 

                                                                                                                           
In millions    Average
interest rate at
March 30, 2013
  Maturity
Year
   March 30,
2013
    December 31,
2012
 

 

 

Commercial paper

   0.577%   2017    $ 527     $ 425   

Revolving credit facilities

   1.296%   2017      37       —   

Senior notes - fixed rate

   1.350%   2015      350       350   

Senior notes - fixed rate

   1.875%   2017      350       350   

Senior notes - fixed rate

   2.650%   2019      250       250   

Senior notes - fixed rate

   5.000%   2021      500       500   

Senior notes - fixed rate

   3.150%   2022      550       550   

Other

   0.697%   2014-2030      12        

Capital lease obligations

   4.267%   2015-2025      22       24   

 

 

Total debt

          2,598       2,457   

Less: Current maturities and short-term borrowings

          (6     (3)    

 

 

Long-term debt

        $ 2,592     $ 2,454   

 

 

The 1.35% Senior Notes due 2015, 1.875% Senior Notes due 2017, 2.65% Senior Notes due 2019, 5.00% Senior Notes due 2021 and 3.15% Senior Notes due 2022 (collectively, the “Notes”) were all issued in transactions exempt from the registration requirements of the Securities Act of 1933, as amended. In March 2013, Pentair Ltd. and our 100 percent-owned subsidiary, Pentair Finance S.A. (“PFSA”), filed a Registration Statement with the SEC offering to exchange the Notes for new, registered Notes. The exchange offer expired on April 19, 2013 and did not impact the aggregate principle amount of the Notes outstanding. The new, registered Notes issued in such exchange offer are guaranteed as to payment by Pentair Ltd.

In September 2012, Pentair, Inc. entered into a credit agreement providing for an unsecured, committed revolving credit facility (the “Credit Facility”) with initial maximum aggregate availability of up to $1,450 million. PFSA is authorized to sell short-term commercial paper notes to the extent availability exists under the Credit Facility. PFSA uses the Credit Facility as back-up liquidity to support 100% of commercial paper outstanding. As of March 30, 2013 and December 31, 2012, we had $527 million and $425 million, respectively, of commercial paper outstanding, all of which was classified as long-term as we have the intent and the ability to refinance such obligations on a long-term basis under the Credit Facility.

Total availability under the Credit Facility was $886 million as of March 30, 2013, which was not limited by any covenants contained in the Credit Facility’s credit agreement.

Our debt agreements contain certain financial covenants, the most restrictive of which are in the Credit Facility, including that we may not permit (i) the ratio of our consolidated debt plus synthetic lease obligations to our consolidated net income (excluding, among other things, non-cash gains and losses) before interest, taxes, depreciation, amortization, non-cash share-based compensation expense, and up to $40 million of costs and expenses incurred in connection with the Merger (“EBITDA”) for the four consecutive fiscal quarters then ended (the “Leverage Ratio”) to exceed 3.50 to 1.00 on the last day of each fiscal quarter, and (ii) the ratio of our EBITDA for the four consecutive fiscal quarters then ended to our consolidated interest expense, including consolidated yield or discount accrued as to outstanding securitization obligations (if any), for the same period to be less than 3.00 to 1.00 as of the end of each fiscal quarter. For purposes of the Leverage Ratio, the Credit Facility provides for the calculation of EBITDA giving pro forma effect to the Merger and certain acquisitions, divestitures and liquidations during the period to which such calculation relates. As of March 30, 2013, we were in compliance with all financial covenants in our debt agreements.

In addition to the Credit Facility, we have various other credit facilities with an aggregate availability of $88 million, of which $3 million was outstanding at March 30, 2013. Borrowings under these credit facilities bear interest at variable rates.

 

Debt outstanding at March 30, 2013 matures on a calendar year basis as follows:

 

                                                                                                       
         Q2 - Q4                                                   
In millions           2013           2014           2015           2016           2017           2018           Thereafter           Total  

 

 

Contractual debt obligation maturities

   $ 3      $      $ 350      $      $ 917      $      $ 1,306      $ 2,576  

Capital lease obligations

     3        3        6        1        1        1        7        22  

 

 

Total maturities

   $ 6      $ 3      $ 356      $ 1      $ 918      $ 1      $ 1,313      $ 2,598  

 

 

Capital lease obligations relate primarily to land and buildings and consist of total future minimum lease payments of $24 million less the imputed interest of $2 million as of March 30, 2013.

As of March 30, 2013 and December 31, 2012, assets under capital lease were $39 million and $36 million, respectively, less accumulated amortization of $6 million and $6 million, respectively, all of which were included in Property, plant and equipment, net on the Condensed Consolidated Balance Sheets.