Annual report pursuant to Section 13 and 15(d)

DEBT (Tables)

v2.4.0.8
DEBT (Tables)
12 Months Ended
Dec. 31, 2013
Debt  
Outstanding debt

 Outstanding debt of consolidated entities consisted of the following (dollars in millions):

 
  December 31,  
 
  2013   2012  

Senior Credit Facilities:

             

Term loans

  $ 1,351   $ 1,565  

Amounts outstanding under A/R programs

    248     241  

Senior notes

    1,061     568  

Senior subordinated notes

    891     892  

HPS (China) debt

    40     94  

Variable interest entities

    247     270  

Other

    72     72  
           

Total debt—excluding debt to affiliates

  $ 3,910   $ 3,702  
           
           

Total current portion of debt

  $ 277   $ 288  

Long-term portion

    3,633     3,414  
           

Total debt—excluding debt to affiliates

  $ 3,910   $ 3,702  
           
           

Total debt—excluding debt to affiliates

  $ 3,910   $ 3,702  

Notes payable to affiliates-noncurrent

    6     4  
           

Total debt

  $ 3,916   $ 3,706  
           
           
Scheduled maturities of our debt (excluding debt to affiliates)

The scheduled maturities of our debt (excluding debt to affiliates) by year as of December 31, 2013 are as follows (dollars in millions):

Year ending December 31,
   
 

2014

  $ 277  

2015

    32  

2016

    326  

2017

    1,282  

2018

    23  

Thereafter

    1,970  
       

 

  $ 3,910  
       
       
HUNTSMAN INTERNATIONAL LLC AND SUBSIDIARIES
 
Debt  
Outstanding debt

 Outstanding debt of consolidated entities consisted of the following (dollars in millions):

 
  December 31,  
 
  2013   2012  

Senior Credit Facilities:

             

Term loans

  $ 1,351   $ 1,565  

Amounts outstanding under A/R programs

    248     241  

Senior notes

    1,061     568  

Senior subordinated notes

    891     892  

HPS (China) debt

    40     94  

Variable interest entities

    247     270  

Other

    72     72  
           

Total debt—excluding debt to affiliates

  $ 3,910   $ 3,702  
           
           

Total current portion of debt

  $ 277   $ 288  

Long-term portion

    3,633     3,414  
           

Total debt—excluding debt to affiliates

  $ 3,910   $ 3,702  
           
           

Total debt—excluding debt to affiliates

  $ 3,910   $ 3,702  

Notes payable to affiliates-current

    100     100  

Notes payable to affiliates-noncurrent

    779     599  
           

Total debt

  $ 4,789   $ 4,401  
           
           
Schedule of Senior Credit Facilities

As of December 31, 2013, our Senior Credit Facilities consisted of our Revolving Facility, our Extended Term Loan B, our Extended Term Loan B—Series 2 and our Term Loan C as follows (dollars in millions):

Facility
  Committed
Amount
  Principal
Outstanding
  Carrying
Value
  Interest Rate(3)   Maturity  

Revolving Facility

  $ 400 (1) $ (2) $ (2) USD LIBOR plus 2.50%     2017  

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     50     48   USD LIBOR plus 2.25%     2016  

(1)
We have commitments with certain financial institutions to provide for a $200 million Revolving Increase to an aggregate Revolving Facility committed amount of $600 million upon completion of the acquisition of the Performance Additives and Titanium Dioxide businesses of Rockwood Holdings, Inc.

(2)
We had no borrowings outstanding under our Revolving Facility; we had approximately $17 million (U.S. dollar equivalents) of letters of credit and bank guarantees issued and outstanding under our Revolving Facility.

(3)
The applicable interest rate of the Senior Credit Facilities is subject to certain secured leverage ratio thresholds. As of December 31, 2013, the weighted average interest rate on our outstanding balances under the Senior Credit Facilities was approximately 3%.
Schedule of A/R Programs

Information regarding our A/R Programs as of December 31, 2013 was as follows (monetary amounts in millions):

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 $311)   €114 (approximately $158)   Applicable rate plus 1.35%

(1)
The amount of actual availability under our 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 our 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 December 31, 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 December 31, 2013, we had outstanding the following notes (monetary amounts in millions):

Notes
  Maturity   Interest Rate   Amount Outstanding

2021 Senior Notes

  April 2021     5.125 % €300 (approximately $415)

2020 Senior Notes

  November 2020     4.875 % $650 ($647 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 years ended December 31, 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  

December 3, 2012

 

5.50% Senior Notes due 2016

 

$400

 

$400

 
$

77
 

March 26, 2012

 

7.50% Senior Subordinated Notes due 2015

 

€64
(approximately
$86)

 

€65
(approximately
$87)

 
$

1