Huntsman Corporation Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

DEBT (Tables)

DEBT (Tables)

3 Months Ended

Mar. 31, 2013

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

	March 31, 2013		December 31, 2012

Senior Credit Facilities:
Term loans	$	1,598	$	1,565
Amounts outstanding under A/R programs		236		241
Senior notes		646		568
Senior subordinated notes		892		892
HPS (China) debt		90		94
Variable interest entities		262		270
Other		63		72

Total debt—excluding debt to affiliates	$	3,787	$	3,702

Total current portion of debt	$	298	$	288
Long-term portion		3,489		3,414

Total debt—excluding debt to affiliates	$	3,787	$	3,702

Total debt—excluding debt to affiliates	$	3,787	$	3,702
Notes payable to affiliates-noncurrent		4		4

Total debt	$	3,791	$	3,706

HUNTSMAN INTERNATIONAL LLC AND SUBSIDIARIES

Debt

Outstanding debt

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

	March 31, 2013		December 31, 2012

Senior Credit Facilities:
Term loans	$	1,598	$	1,565
Amounts outstanding under A/R programs		236		241
Senior notes		646		568
Senior subordinated notes		892		892
HPS (China) debt		90		94
Variable interest entities		262		270
Other		63		72

Total debt—excluding debt to affiliates	$	3,787	$	3,702

Total current portion of debt	$	298	$	288
Long-term portion		3,489		3,414

Total debt—excluding debt to affiliates	$	3,787	$	3,702

Total debt—excluding debt to affiliates	$	3,787	$	3,702
Notes payable to affiliates-current		100		100
Notes payable to affiliates-noncurrent		744		599

Total debt	$	4,631	$	4,401

Schedule of Senior Credit Facilities

As of March 31, 2013, our Senior Credit Facilities consisted of our revolving credit facility ("Revolving 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)

Revolving Facility	$400	$	—	(1)	$	—	(1)	USD LIBOR plus 2.50%	2017	(3)
Extended Term Loan B	NA		863			861		USD LIBOR plus 2.50%	2017
Extended Term Loan B—Series 2	NA		342			342		USD LIBOR plus 2.75%	2017
Term Loan C	NA		419			395		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 March 31, 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 June 30, 2016.

Summary of outstanding notes

As of March 31, 2013, we had outstanding the following notes (monetary amounts in millions):

Notes	Maturity			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 ($542 carrying value)

Redemption of Notes and Loss on Early Extinguishment of Debt

During the three months ended March 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
March 26, 2012	7.50% Senior Subordinated Notes due 2015	€64 (approximately $86)	€65 (approximately $87)	$	1

- Definition

Tabular disclosure of debt extinguished which may include, amount of gain (loss), the income tax effect and the per share amount of the aggregate gain (loss), net of the related income tax.

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