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Debt
12 Months Ended
Dec. 31, 2012
Debt

9. Debt

Long-term debt at December 31 consisted of:

 

     2012      2011  
(dollars in millions)              

1.375% notes due 2018

   $ 499.4       $ —     

4.40% notes due 2021

     497.1         496.8   

2.875% notes due 2016

     263.3         262.1   

6.70% notes due 2026

     149.8         149.8   
  

 

 

    

 

 

 
   $ 1,409.6       $ 908.7   
  

 

 

    

 

 

 

 

On October 30, 2012, the company issued $500 million aggregate principal amount of 1.375% senior unsecured notes due 2018. Interest on the notes is payable semi-annually. Net proceeds from this offering were $495.4 million, after deducting debt offering costs, consisting of underwriting commissions and offering expenses of $4.0 million, which were capitalized and recorded to other assets, and a debt issuance discount of $0.6 million, which was recorded to long-term debt. The debt offering costs and debt issuance discount will be amortized over the term of the notes. Net proceeds from the issuance of the notes were used for general corporate purposes, including repayment of commercial paper and acquisitions.

On December 20, 2010, the company issued $750 million senior unsecured notes consisting of $250 million aggregate principal amount of 2.875% notes due 2016 and $500 million aggregate principal amount of 4.40% notes due 2021. In connection with the offering of these notes, on December 15, 2010, the company entered into an accelerated share repurchase (“ASR”) agreement with a bank counterparty to repurchase $750 million of the company’s outstanding common stock. The company received 8.1 million shares upon initial settlement under the ASR transaction. The initial settlement was subject to an adjustment related to a forward purchase contract based on the volume-weighted average share price of the company’s common stock during a predetermined period less a discount. The initial payment to the bank counterparty was recorded as a decrease to shareholder’s investment, consisting of decreases of $2.0 million in common stock, $10.2 million in capital in excess of par value, and $737.8 million in retained earnings. On September 9, 2011, the company remitted a cash payment of $58.9 million to the bank counterparty upon final settlement under the ASR transaction. The payment to the bank counterparty was recorded as a decrease to shareholders’ investment, consisting of a decrease of $69.1 million in retained earnings and an increase of $10.2 million in capital in excess of par value.

With the exception of the 6.70% notes due 2026, the notes included in the above table are redeemable in whole or in part at any time, at the company’s option at specified redemption prices or, at the holder’s option, upon change of control triggering event, as defined in the applicable indenture.

The company maintains a $600 million five-year committed syndicated bank credit facility that expires in October 2016. The credit facility supports the company’s commercial paper program and can be used for general corporate purposes. The facility includes pricing based on the company’s long-term credit rating and includes a financial covenant that limits the amount of total debt to total capitalization. At December 31, 2012, the company was in compliance with this covenant. There were no commercial paper borrowings outstanding at December 31, 2012 and $304.5 million of commercial paper borrowings outstanding at December 31, 2011. The weighted-average effective interest rate on commercial paper borrowings outstanding was 0.3% as of December 31, 2011.