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Long-Term Debt
12 Months Ended
Dec. 31, 2011
Long-Term Debt [Abstract]  
Long-Term Debt

4.  Long-Term Debt

The Company's long-term debt consisted of the following at December 31:

 

(In millions)

       2011             2010      

Senior term loan

   $ 1,100      $ 1,100   

6.125% senior notes due 2012

     -        999   

3.125% senior notes due 2015

     299        299   

3.125% senior notes due 2016

     599        -   

6.8% senior notes due 2017

     500        500   

4.625% senior notes due 2020

     449        449   

4.75% senior notes due 2021

     399        -   

Other borrowings

     49        9   
  

 

 

   

 

 

 

Total debt

     3,395        3,356   

Less: current maturities

     (179     (3
  

 

 

   

 

 

 

Long-term debt

   $     3,216      $     3,353   
  

 

 

   

 

 

 

The estimated fair value of total debt was $3.5 billion at December 31, 2011 and 2010, respectively. The Company was in compliance with all financial debt covenants in 2011. Annual maturities of the Company's total debt were as follows at December 31, 2011 (in millions):

 

Years ending December 31,

      

2012

   $ 179   

2013

     2   

2014

     968   

2015

     299   

2016

     599   

Thereafter

     1,348   
  

 

 

 

Total

   $     3,395   
  

 

 

 

 

Senior Term Loan

The Company maintains an unsecured senior term loan facility with a syndicate of banks. Term loan borrowings under this facility bear interest at a variable rate based on LIBOR plus a specified margin or the bank's base rate and mature in November 2012. The weighted-average variable interest rate on the term loan borrowings was 1.0% at December 31, 2011. The term loan facility contains various restrictions and covenants substantially similar to those contained in the revolving credit facility described below. At December 31, 2011, $925 million of the Company's term loan borrowings were classified in the Company's consolidated balance sheet and this footnote as maturing in September 2014, the date that the Company's revolving credit facility expires, because the Company has the intent to refinance this debt on a long-term basis and could do so under its revolving credit facility.

Senior Notes

In June 2011, the Company issued $1.0 billion of senior notes comprised of $600 million of 3.125% senior notes due in June 2016 and $400 million of 4.75% senior notes due in June 2021, which pay interest semi-annually on June 15 and December 15 of each year. In September 2010, the Company issued $300 million of 3.125% senior notes due in October 2015 and $450 million of 4.625% senior notes due in October 2020, which pay interest semi-annually on April 1 and October 1 of each year. The Company's 6.8% senior notes due in November 2017 pay interest at the stated rate on May 20 and November 20 of each year. The interest rates applicable to the senior notes are subject to an increase of up to two percent in the event that the Company's credit rating is downgraded below investment grade. The indenture governing the senior notes contains covenants that, among other matters, limit: the Company's ability to consolidate or merge into, or convey, transfer or lease all or substantially all of its properties and assets to, another person; the Company's and certain of its subsidiaries' ability to create or assume liens; and the Company's and certain of its subsidiaries' ability to engage in sale and leaseback transactions.

In June 2011, the Company purchased $700 million aggregate principal amount of its 6.125% senior notes due in November 2012 in a tender offer for $754 million, and in July 2011, the Company redeemed the remaining $300 million aggregate principal amount of these notes for $322 million. In October 2010, the Company purchased $250 million aggregate principal amount of its 6.125% senior notes due in November 2012 for $276 million. The Company recorded pre-tax losses on early debt extinguishment for the premiums paid and other costs associated with these transactions of $85 million in 2011 and $26 million in 2010.

Revolving Credit Facility

The Company maintains a $1.0 billion revolving credit facility with a syndicate of banks. Borrowings under this facility bear interest at a variable rate based on LIBOR plus a specified margin or the bank's base rate (2.3% at December 31, 2011). There are no significant commitment fees and no compensating balance requirements. The facility expires in September 2014. As of December 31, 2011, there were letters of credit totaling $28 million and no borrowings outstanding under the facility. The revolving credit facility contains various restrictions and covenants that require the Company, among other things, to (i) limit its consolidated indebtedness to no more than three and one-half times consolidated net earnings before interest, taxes, depreciation and amortization and certain other adjustments and (ii) maintain consolidated net earnings before interest, taxes, depreciation and amortization and certain other adjustments of at least three times consolidated interest expense.

Interest Rate Hedge Contracts

The Company maintains interest rate swap agreements ("Swaps") with total notional values of $1.0 billion at December 31, 2011 and 2010 to hedge against changes in interest rates and forward-starting interest rate swap agreements ("Forward-Starting Swaps") with total notional values of $550 million and $200 million at December 31, 2011 and 2010, respectively, to hedge against changes in interest rates applicable to forecasted fixed rate borrowings. The Swaps and Forward-Starting Swaps expire in September 2012 and have been designated by the Company as cash flow hedges. The Swaps effectively fix the interest rates on floating rate term loan borrowings at a weighted-average rate of approximately 5.0%, prior to financing spreads and related fees. The Forward-Starting Swaps effectively fix the benchmark interest rate on forecasted five-year and ten-year borrowings at weighted-average rates of approximately 3.2% and 3.9%, respectively. The fair values of the Swaps and Forward-Starting Swaps totaled $98 million at December 31, 2011 and were recorded in current liabilities and in accumulated other comprehensive loss, net of income taxes, in the consolidated balance sheet. At December 31, 2010, the fair values of the Swaps and Forward-Starting Swaps totaled $65 million and were recorded as a $76 million long-term liability and an $11 million long-term asset, respectively. The components of other comprehensive income pertaining to interest rate hedge contracts are presented in the consolidated statements of comprehensive income. In 2011 and 2010, interest expense recognized due to hedge ineffectiveness was not significant, and no amounts were excluded from the assessments of hedge effectiveness. Based on the amounts recorded in accumulated other comprehensive loss at December 31, 2011, the Company estimates that it will recognize approximately $35 million in interest expense during the next twelve months related to interest rate hedge contracts.

In connection with its issuance of senior notes in 2011, the Company entered into a series of treasury lock agreements ("Treasury Locks"), which were designated as cash flow hedges, with total notional values of $600 million to hedge against changes in interest rates. Upon issuance of the senior notes, the Company paid $6 million to settle the Treasury Locks. This payment was included in cash flows from operating activities, was recorded in accumulated other comprehensive loss, net of income taxes of $2 million, and will be recognized as interest expense over the terms of the senior notes.