|
DEBT (Tables)
|
9 Months Ended |
|
Sep. 30, 2013
|
| Debt |
|
| Outstanding debt |
Outstanding debt consisted of the following (dollars in millions):
|
|
|
|
|
|
|
|
|
|
September 30,
2013 |
|
December 31,
2012 |
|
|
Senior Credit Facilities:
|
|
|
|
|
|
|
|
|
Term loans
|
|
$ |
1,701 |
|
$ |
1,565 |
|
|
Amounts outstanding under A/R programs
|
|
|
244 |
|
|
241 |
|
|
Senior notes
|
|
|
646 |
|
|
568 |
|
|
Senior subordinated notes
|
|
|
891 |
|
|
892 |
|
|
HPS (China) debt
|
|
|
42 |
|
|
94 |
|
|
Variable interest entities
|
|
|
256 |
|
|
270 |
|
|
Other
|
|
|
89 |
|
|
72 |
|
| |
|
|
|
|
|
|
Total debt—excluding debt to affiliates
|
|
$ |
3,869 |
|
$ |
3,702 |
|
| |
|
|
|
|
|
|
Total current portion of debt
|
|
$ |
295 |
|
$ |
288 |
|
|
Long-term portion
|
|
|
3,574 |
|
|
3,414 |
|
| |
|
|
|
|
|
|
Total debt—excluding debt to affiliates
|
|
$ |
3,869 |
|
$ |
3,702 |
|
| |
|
|
|
|
|
|
Total debt—excluding debt to affiliates
|
|
$ |
3,869 |
|
$ |
3,702 |
|
|
Notes payable to affiliates-noncurrent
|
|
|
5 |
|
|
4 |
|
| |
|
|
|
|
|
|
Total debt
|
|
$ |
3,874 |
|
$ |
3,706 |
|
| |
|
|
|
|
|
|
|
HUNTSMAN INTERNATIONAL LLC AND SUBSIDIARIES
|
|
| Debt |
|
| Outstanding debt |
Outstanding debt consisted of the following (dollars in millions):
|
|
|
|
|
|
|
|
|
|
September 30,
2013 |
|
December 31,
2012 |
|
|
Senior Credit Facilities:
|
|
|
|
|
|
|
|
|
Term loans
|
|
$ |
1,701 |
|
$ |
1,565 |
|
|
Amounts outstanding under A/R programs
|
|
|
244 |
|
|
241 |
|
|
Senior notes
|
|
|
646 |
|
|
568 |
|
|
Senior subordinated notes
|
|
|
891 |
|
|
892 |
|
|
HPS (China) debt
|
|
|
42 |
|
|
94 |
|
|
Variable interest entities
|
|
|
256 |
|
|
270 |
|
|
Other
|
|
|
89 |
|
|
72 |
|
| |
|
|
|
|
|
|
Total debt—excluding debt to affiliates
|
|
$ |
3,869 |
|
$ |
3,702 |
|
| |
|
|
|
|
|
|
Total current portion of debt
|
|
$ |
295 |
|
$ |
288 |
|
|
Long-term portion
|
|
|
3,574 |
|
|
3,414 |
|
| |
|
|
|
|
|
|
Total debt—excluding debt to affiliates
|
|
$ |
3,869 |
|
$ |
3,702 |
|
| |
|
|
|
|
|
|
Total debt—excluding debt to affiliates
|
|
$ |
3,869 |
|
$ |
3,702 |
|
|
Notes payable to affiliates-current
|
|
|
100 |
|
|
100 |
|
|
Notes payable to affiliates-noncurrent
|
|
|
777 |
|
|
599 |
|
| |
|
|
|
|
|
|
Total debt
|
|
$ |
4,746 |
|
$ |
4,401 |
|
| |
|
|
|
|
|
|
| Schedule of Senior Credit Facilities |
As of September 30, 2013, our senior credit facilities ("Senior Credit Facilities") consisted of our revolving credit facility ("Revolving Facility"), our extended term loan B facility ("Extended Term Loan B"), our extended term loan B facility—series 2 ("Extended Term Loan B—Series 2") and our term loan C facility ("Term Loan C") as follows (dollars in millions):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Facility
|
|
Committed
Amount |
|
Principal
Outstanding |
|
Carrying
Value |
|
Interest Rate(2) |
|
Maturity |
|
|
Revolving Facility
|
|
$400 |
|
$ |
— |
(1) |
$ |
— |
(1) |
USD LIBOR plus 2.50% |
|
|
2017 |
(3) |
|
Extended Term Loan B
|
|
NA |
|
|
962 |
|
|
961 |
|
USD LIBOR plus 2.50% |
|
|
2017 |
|
|
Extended Term Loan B—Series 2
|
|
NA |
|
|
342 |
|
|
342 |
|
USD LIBOR plus 3.00% |
|
|
2017 |
|
|
Term Loan C
|
|
NA |
|
|
419 |
|
|
398 |
|
USD LIBOR plus 2.25% |
|
|
2016 |
|
- (1)
- We had no borrowings outstanding under our Revolving Facility; we had approximately $18 million (U.S. dollar equivalents) of letters of credit and bank guarantees issued and outstanding under our Revolving Facility.
- (2)
- The applicable interest rate of the Senior Credit Facilities is subject to certain secured leverage ratio thresholds. As of September 30, 2013, the weighted average interest rate on our outstanding balances under the Senior Credit Facilities was approximately 3%.
- (3)
- The maturity of the Revolving Facility commitments will accelerate if we do not repay, refinance or have a minimum level of liquidity available to enable us to repay our Term Loan C due September 30, 2016.
|
| Schedule of A/R Programs |
Information regarding the A/R Programs was as follows (monetary amounts in millions):
|
|
|
|
|
|
|
|
|
| September 30, 2013 |
|
Facility
|
|
Maturity |
|
Maximum
Funding
Availability(1) |
|
Amount
Outstanding |
|
Interest
Rate(2)(3) |
|
U.S. A/R Program
|
|
April 2016 |
|
$250 |
|
$90(4) |
|
Applicable rate plus 1.10% |
|
EU A/R Program
|
|
April 2016 |
|
€225
(approximately $304) |
|
€114
(approximately $154) |
|
Applicable rate plus 1.35% |
- (1)
- The amount of actual availability under the A/R Programs may be lower based on the level of eligible receivables sold, changes in the credit ratings of our customers, customer concentration levels and certain characteristics of the accounts receivable being transferred, as defined in the applicable agreements.
- (2)
- Each interest rate is defined in the applicable agreements. In addition, the U.S. SPE and the EU SPE are obligated to pay unused commitment fees to the lenders based on the amount of each lender's commitment.
- (3)
- Applicable rate for the U.S. A/R Program is defined by the lender as USD LIBOR. Applicable rate for our EU A/R Program is either GBP LIBOR, USD LIBOR or EURIBOR.
- (4)
- As of September 30, 2013, we had approximately $7 million (U.S. dollar equivalents) of letters of credit issued and outstanding under our U.S. A/R Program.
|
| Summary of outstanding notes |
As of September 30, 2013, we had outstanding the following notes (monetary amounts in millions):
|
|
|
|
|
|
|
|
|
Notes
|
|
Maturity |
|
Interest
Rate |
|
Amount Outstanding |
|
2020 Senior Notes
|
|
November 2020 |
|
|
4.875 |
% |
$650 ($646 carrying value) |
|
Senior Subordinated Notes
|
|
March 2020 |
|
|
8.625 |
% |
$350 |
|
Senior Subordinated Notes
|
|
March 2021 |
|
|
8.625 |
% |
$530 ($541 carrying value) |
|
| Redemption of Notes and Loss on Early Extinguishment of Debt |
During the nine months ended September 30, 2013 and 2012, we redeemed or repurchased the following notes (monetary amounts in millions):
|
|
|
|
|
|
|
|
|
|
|
|
Date of Redemption
|
|
Notes |
|
Principal
Amount of
Notes Redeemed |
|
Amount Paid
(Excluding
Accrued
Interest) |
|
Loss on Early
Extinguishment
of Debt |
|
|
March 4, 2013
|
|
5.50% Senior Notes due
2016 |
|
$200 |
|
$200 |
|
$ |
34 |
|
|
March 26, 2012
|
|
7.50% Senior
Subordinated Notes
due 2015 |
|
€64
(approximately $86) |
|
€65
(approximately $87) |
|
$ |
1 |
|
|