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Debt and Financing Arrangements
6 Months Ended
Jun. 30, 2012
Debt and Financing Arrangements [Abstract]  
DEBT AND FINANCING ARRANGEMENTS

3. DEBT AND FINANCING ARRANGEMENTS.

 

Credit Facility.

 

Total letter of credit capacity available to WPZ under the $2.0 billion credit facility is $1.3 billion. At June 30, 2012, WPZ had a total of $345 million outstanding under the credit facility and no letters of credit have been issued. At June 30, 2012, the full $400 million under the credit facility was available to us.

 

Issuance and Retirement of Long-Term Debt.

 

In August 2011, we issued $375 million of 5.4 percent senior unsecured notes due 2041 to investors in a private debt placement. As part of the new issuance, we entered into a registration rights agreement with the initial purchasers of the notes. An offer to exchange these unregistered notes for substantially identical new notes that are registered under the Securities Act of 1933, as amended, was commenced in February 2012 and completed in March 2012.

 

On July 13, 2012, we issued $400 million aggregate principal amount of 4.45 percent senior unsecured notes due 2042 (4.45 percent Notes) to certain institutional investors pursuant to certain exemptions from registration under the Securities Act of 1933, as amended. Interest is payable on February 1 and August 1 of each year, beginning February 1, 2013. A portion of these proceeds was used to repay our $325 million 8.875 percent notes (8.875 percent Notes) that matured on July 15, 2012. As a result of this refinancing, the 8.875 percent Notes have been classified as long-term debt in our Condensed Consolidated Balance Sheet at June 30, 2012. We will use the remainder for general corporate purposes, including the funding of capital expenditures.

 

As part of the new issuance, we entered into a registration rights agreement with the initial purchasers of the 4.45 percent Notes. We are obligated to file a registration statement for an offer to exchange the notes for a new issue of substantially identical notes registered under the Securities Act of 1933, as amended, within 180 days from closing and to use our commercially reasonable efforts to cause the registration statement to be declared effective within 270 days after closing and to consummate the exchange offer within 30 business days after such effective date. We are required to provide a shelf registration statement to cover resales of the notes under certain circumstances. If we fail to fulfill these obligations, additional interest will accrue on the affected securities. The rate of additional interest will be 0.25 percent per annum on the principal amount of the affected securities for the first 90-day period immediately following the occurrence of default, increasing by an additional 0.25 percent per annum with respect to each subsequent 90-day period thereafter, up to a maximum amount for all such defaults of 0.5 percent annually. Following the cure of any registration defaults, the accrual of additional interest will cease.