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Debt
12 Months Ended
Dec. 31, 2016
Debt Disclosure [Abstract]  
Debt
DEBT
Long-Term Debt
The Company’s long-term debt consists of the following as of December 31, 2016 and 2015 (dollars in thousands):
 
 
2016
 
2015
$300 million 5.625% Senior Notes due 2017
 
$
299,945

 
$
299,671

$400 million 6.45% Senior Notes due 2019
 
399,805

 
399,737

$400 million 5.00% Senior Notes due 2021
 
399,025

 
398,803

$400 million 4.70% Senior Notes due 2023
 
398,986

 
398,835

$400 million 3.95% Senior Notes due 2026
 
399,985

 

$100 million 4.09% Promissory Note due 2039
 
94,370

 
96,849

$400 million 6.20% Subordinated Debentures due 2042
 
400,000

 
400,000

$400 million 5.75% Subordinated Debentures due 2056
 
400,000

 

$400 million Variable Rate Junior Subordinated Debentures due 2065
 
318,737

 
318,734

Sub-total
 
3,110,853

 
2,312,629

Unamortized issuance costs
 
(22,218
)
 
(15,081
)
Long-term Debt
 
$
3,088,635

 
$
2,297,548


In June 2016, RGA issued 3.95% Senior Notes due September 15, 2026 with a face amount of $400.0 million and 5.75% Fixed-To-Floating Rate Subordinated Debentures due June 15, 2056 with a face amount of $400.0 million. These securities have been registered with the Securities and Exchange Commission. The net proceeds from these offerings were approximately $791.2 million and will be used in part to repay upon maturity the Company’s $300.0 million 5.625% Senior Notes that mature in March 2017. The remainder will be used for general corporate purposes. Capitalized issue costs were approximately $8.8 million.
On December 15, 2015, the interest rate on RGA’s Junior Subordinated Debentures with a face amount of $400.0 million converted from a fixed rate of 6.75% to a floating rate equal to the three-month LIBOR plus 266.5 basis points.
Certain of the Company’s debt agreements contain financial covenant restrictions related to, among others, liens, the issuance and disposition of stock of restricted subsidiaries, minimum requirements of consolidated net worth, maximum ratios of debt to capitalization and change of control provisions. A material ongoing covenant default could require immediate payment of the amount due, including principal, under the various agreements. Additionally, the Company’s debt agreements contain cross-default covenants, which would make outstanding borrowings immediately payable in the event of a material uncured covenant default under any of the agreements, including, but not limited to, non-payment of indebtedness when due for an amount in excess of $100.0 million, bankruptcy proceedings, or any other event which results in the acceleration of the maturity of indebtedness. As of December 31, 2016 and 2015, the Company had $3,110.9 million and $2,312.6 million, respectively, in outstanding borrowings under its debt agreements and was in compliance with all covenants under those agreements. As of December 31, 2016 and 2015, the average interest rate on long-term debt outstanding was 5.16% and 5.20%, respectively.
The ability of the Company to make debt principal and interest payments depends on the earnings and surplus of subsidiaries, investment earnings on undeployed capital proceeds, and the Company’s ability to raise additional funds. Future principal payments due on long-term debt, excluding discounts, as of December 31, 2016, were as follows (dollars in thousands):
 
Calendar Year
 
2017
 
2018
 
2019
 
2020
 
2021
 
Thereafter
Long-term debt
$
302,582

 
$
2,690

 
$
402,802

 
$
2,919

 
$
403,040

 
$
2,000,140


Credit and Committed Facilities
The Company has obtained bank letters of credit in favor of various affiliated and unaffiliated insurance companies from which the Company assumes business. These letters of credit represent guarantees of performance under the reinsurance agreements and allow ceding companies to take statutory reserve credits. Certain of these letters of credit contain financial covenant restrictions. At December 31, 2016 and 2015, there were approximately $189.4 million and $132.2 million, respectively, of undrawn outstanding bank letters of credit in favor of third parties. Additionally, the Company utilizes letters of credit primarily to secure reserve credits when it retrocedes business to its affiliated subsidiaries. The Company cedes business to its affiliates to help reduce the amount of regulatory capital required in certain jurisdictions such as the U.S. and the United Kingdom. As of December 31, 2016 and 2015, $1,010.8 million and $1,127.4 million, respectively, in undrawn letters of credit from various banks were outstanding, primarily backing reinsurance between the various subsidiaries of the Company. The banks providing letters of credit to the Company are included on the NAIC list of approved banks.
The Company maintains seven committed credit facilities, a syndicated revolving credit facility with a capacity of $850.0 million and six letter of credit facilities with a combined capacity of $741.6 million. The Company may borrow cash and obtain letters of credit in multiple currencies under its syndicated revolving credit facility. The following table provides additional information on the Company’s existing committed credit facilities as of December 31, 2016 and 2015 (dollars in thousands):
 
 
 
 
Amount Utilized(1)
December 31,
 
 
Facility Capacity
 
Maturity Date
 
2016
 
2015
 
Basis of Fees
270,000

 
November 2017
 
270,000

 
270,000

 
Fixed
161,974 (2)

 
November 2017
 
31,382

 
66,154

 
Fixed
72,080 (2)

 
December 2018
 
72,080

 
36,430

 
Fixed
17,513 (2)

 
March 2019
 
17,513

 
45,422

 
Fixed
120,000

 
June 2019
 
85,040

 
85,040

 
Fixed
850,000

 
September 2019
 
96,095

 
313,659

 
Senior unsecured long-term debt rating
100,000

 
June 2020
 
70,690

 
68,657

 
Fixed
(1)
Represents issued but undrawn letters of credit. There was no cash borrowed for the periods presented.
(2)
Foreign currency denominated facility, amounts presented are in U.S. dollars.
Fees associated with the Company’s other letters of credit are not fixed for periods in excess of one year and are based on the Company’s ratings and the general availability of these instruments in the marketplace. Total fees expensed associated with the Company’s letters of credit were $7.9 million, $10.9 million and $12.6 million for the years ended December 31, 2016, 2015 and 2014, respectively, and are included in policy acquisition costs and other insurance expenses.