DEBT

Recourse Debt — In April 2015, the Company issued $575 million aggregate principal amount of 5.50% senior notes due 2025. Concurrent with this offering, the Company redeemed via tender offers $344 million aggregate principal of its existing 8.00% senior unsecured notes due 2017, and $156 million of its existing 8.00% senior unsecured notes due 2020. As a result of the latter transaction, the Company recognized a loss on extinguishment of debt of $82 million for the three and six months ended June 30, 2015 that is included in the Condensed Consolidated Statement of Operations.

In March 2015, the Company redeemed in full the $151 million balance of its 7.75% senior unsecured notes due October 2015 and the $164 million balance of its 9.75% senior unsecured notes due April 2016. As a result of these transactions, the Company recognized a loss on extinguishment of debt of $23 million for the six months ended June 30, 2015 that is included in the Condensed Consolidated Statement of Operations.

On May 20, 2014, the Company issued $775 million aggregate principal amount of senior unsecured floating rate notes due June 2019. The notes bear interest at a rate of 3% above three-month LIBOR, reset quarterly. Concurrent with this offering, the Company repaid $767 million of its existing senior secured term loan due 2018. As a result of the latter transaction, the Company recognized a loss on extinguishment of debt of $10 million for the three and six months ended June 30, 2014 that is included in the Condensed Consolidated Statement of Operations. On June 16, 2014, the Company repaid in full the remaining balance of $29 million of its senior secured term loan due 2018.

In February 2014, the Company redeemed in full the $110 million balance of its 7.75% senior unsecured notes due March 2014. On March 7, 2014, the Company issued $750 million aggregate principal amount of 5.50% senior notes due 2024. Concurrent with this offering, the Company redeemed via tender offers $625 million aggregate principal of its existing 8.00% senior unsecured notes due 2017. As a result of the latter transaction, the Company recognized a loss on extinguishment of debt of $132 million for the six months ended June 30, 2014 that is included in the Condensed Consolidated Statement of Operations.

Non-Recourse Debt — Significant transactions — During the six months ended June 30, 2015, the Company’s subsidiaries had the following significant debt transactions:


•	Sul issued new debt of $499 million, partially offset by repayments of $468 million;


•	IPALCO issued new debt of $405 million, partially offset by repayments of $384 million;


•	Panama issued new debt of $300 million, partially offset by repayments of $287 million;


•	Cochrane drew $297 million under its existing construction loans;


•	Gener drew $150 million on an existing credit facility;


•	Eletropaulo issued new debt of $118 million; and


•	Mong Duong drew $104 million under its construction loan facility.

Debt in default — The following table summarizes the Company’s subsidiary non-recourse debt in default as of June 30, 2015. Due to the defaults, these amounts are included in the current portion of non-recourse debt:



	Primary Nature of Default	June 30, 2015
Subsidiary	Primary Nature of Default	Debt in Default		Net Assets
		(in millions)
Maritza (Bulgaria)	Covenant	$	605	$	612
Kavarna (Bulgaria)	Covenant	147		78
Altai (Kazakhstan)	Covenant	$	12	16
		$	764

The above defaults are not payment defaults. All of the subsidiary non-recourse debt defaults were triggered by failure to comply with covenants and/or other conditions such as (but not limited to) failure to meet information covenants, complete construction or other milestones in an allocated time, meet certain minimum or maximum financial ratios, or other requirements contained in the non-recourse debt documents of the applicable subsidiary.

In the event that there is a default, bankruptcy or maturity acceleration at a subsidiary or group of subsidiaries that meets the applicable definition of materiality under the Parent Company’s corporate debt agreements, there could be a cross-default to the Company’s recourse debt. Materiality is defined in the Parent’s senior secured credit facility as having provided 20% or more of the total cash distributions from businesses to the Parent Company for the four most recently completed fiscal quarters. As of June 30, 2015, none of the defaults listed above individually or in the aggregate result in or are at risk of triggering a cross-default under the recourse debt of the Parent Company. In the event the Parent Company is not in compliance with the financial covenants of its senior secured credit facility, restricted payments will be limited to regular quarterly shareholder dividends at the then-prevailing rate. Payment defaults and bankruptcy defaults would preclude the making of any restricted payments.