Debt

Our senior notes are summarized as follows ($000’s omitted):



	September 30, 2012		December 31, 2011
5.45% unsecured senior notes due August 2012 (b)	$	—	$	96,795
6.25% unsecured senior notes due February 2013 (b)	62,722		62,677
5.125% unsecured senior notes due October 2013 (b)	118,174		117,197
5.25% unsecured senior notes due January 2014 (b)	255,896		255,882
5.70% unsecured senior notes due May 2014 (b)	314,038		311,900
5.20% unsecured senior notes due February 2015 (b)	207,935		207,906
5.25% unsecured senior notes due June 2015 (b)	273,568		270,551
6.50% unsecured senior notes due May 2016 (b)	471,026		469,147
7.625% unsecured senior notes due October 2017 (a)	149,454		149,373
7.875% unsecured senior notes due June 2032 (b)	299,141		299,108
6.375% unsecured senior notes due May 2033 (b)	398,473		398,418
6.00% unsecured senior notes due February 2035 (b)	299,410		299,390
7.375% unsecured senior notes due June 2046 (b)	150,000		150,000
Total senior notes – carrying value (c)	$	2,999,837	$	3,088,344
Estimated fair value	$	3,118,116	$	2,765,151


(a)	Not redeemable prior to maturity; guaranteed on a senior basis by certain wholly-owned subsidiaries.


(b)	Redeemable prior to maturity; guaranteed on a senior basis by certain wholly-owned subsidiaries.


(c)	The recorded carrying value reflects the impact of various discounts and premiums that are amortized to interest cost over the respective terms of the senior notes.

Debt retirement

We retired $96.4 million of senior notes at their scheduled maturity dates during the three and nine months ended September 30, 2012. During the nine months ended September 30, 2011, we retired $13.9 million of senior notes at their scheduled maturity dates. We also retired $53.0 million of senior notes prior to their scheduled maturity dates, which resulted in losses totaling $3.5 million. Such losses included the write-off of unamortized discounts, premiums, and transaction fees and are reflected in other expense (income), net.

On October 24, 2012, we announced a tender offer to repurchase up to $1.0 billion of senior notes with maturity dates ranging from 2013 to 2016. The tender offer will be completed in November 2012. These senior notes are currently trading above par value. Accordingly, we expect to record a loss upon repurchasing the tendered notes in the fourth quarter of 2012. The amount of the loss will depend upon the amount of senior notes repurchased and the prices paid for such notes but will not have a material effect on our financial position.

Letter of credit facilities

We maintain separate cash-collateralized letter of credit agreements with a number of financial institutions. Letters of credit totaling $57.1 million and $83.2 million were outstanding under these agreements at September 30, 2012 and December 31, 2011, respectively. Under these agreements, we are required to maintain deposits with the respective financial institutions in amounts approximating the letters of credit outstanding. Such deposits are included in restricted cash.

We also maintain an unsecured letter of credit facility with a bank that expires in June 2014. This facility originally permitted the issuance of up to $200.0 million of letters of credit for general corporate purposes in support of any wholly-owned subsidiary. We voluntarily reduced the capacity of this facility to $150.0 million effective July 2, 2012. At September 30, 2012 and December 31, 2011, letters of credit of $133.6 million and $152.7 million, respectively, were outstanding under this facility.

Financial Services

Pulte Mortgage provides mortgage financing for the majority of our home closings utilizing its own funds and funds made available pursuant to credit agreements with third parties or through intercompany borrowings. Pulte Mortgage uses these resources to finance its lending activities until the mortgage loans are sold to third party investors, generally within 30 days.

On September 28, 2012, Pulte Mortgage entered into a Master Repurchase Agreement (the “Repurchase Agreement”). The Repurchase Agreement provides for loan purchases of up to $150.0 million, subject to certain sublimits, and expires on September 27, 2013. Borrowings under the Repurchase Agreement are secured by residential mortgage loans available-for-sale. The Repurchase Agreement contains various affirmative and negative covenants applicable to Pulte Mortgage, including quantitative thresholds related to net worth, net income, and liquidity. At September 30, 2012, Pulte Mortgage had $103.0 million outstanding under the Repurchase Agreement.