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Debt
 9 Months Ended
Sep. 30, 2022
Debt Disclosure [Abstract]  
Debt Debt
The components of debt consisted of the following:
(in millions)
September 30, 2022December 31, 2021
0.375% Convertible Senior Notes due September 2026
$800.0 $800.0 
Term loan due May 2028493.8 497.5 
Revolving Credit Facility expires May 2024— — 
Equipment financing due May 202411.2 16.0 
Equipment financing due November 202524.3 29.6 
Equipment financing due July 202835.3 38.2 
5.15% Mortgage due November 2025
66.1 67.7 
Unamortized debt discount(8.0)(159.9)
Debt issuance costs(16.0)(15.2)
Total debt, net1,406.7 1,273.9 
Less: current portion26.9 25.1 
Total long-term debt, net$1,379.8 $1,248.8 
0.375% Convertible Senior Notes
The Company’s 0.375% Convertible Senior Notes due September 2026 (the “Notes”) have an effective interest rate of 0.76%. The Notes are convertible into the Company’s common stock at an initial conversion rate of 4.4105 shares of common stock per $1,000 principal amount of the notes, which is equivalent to a conversion price of $226.73 per share, subject to adjustment under certain circumstances. The notes will be convertible June 1, 2026 through August 28, 2026 by its holders for any reason, and prior to then under certain circumstances, and be settled with cash, shares, or a combination of both.
Additional interest of 0.5% per annum is payable if the Company fails to timely file required documents or reports with the Securities and Exchange Commission (“SEC”). If the Company merges or consolidates with a foreign entity, the Company may be required to pay additional taxes. The Company determined that the higher interest payments and tax payments required in certain circumstances were embedded derivatives that should be bifurcated and accounted for at fair value. The Company assessed the value of the embedded derivatives at each balance sheet date and determined it had nominal value.
In conjunction with the issuance of the Notes, the Company paid $85.4 million to enter into capped call options (“Capped Calls”) on the Company’s common stock with certain counterparties, which was recorded as a reduction to additional paid-in capital on the
consolidated balance sheet. By entering into the Capped Calls, the Company expects to reduce the potential dilution to its common stock (or, in the event the conversion is settled in cash, to provide a source of cash to settle a portion of its cash payment obligation) in the event that at the time of conversion its stock price exceeds the conversion price under the Notes. The Capped Calls have an initial strike price of $335.90 per share, which represents a premium of 100% over the last reported sale price of the Company’s common stock of $167.95 per share on the date of the transaction. The Capped Calls cover 3.5 million shares of common stock.
Senior Secured Credit Agreement
In May 2022, the Company increased the borrowing capacity under the Revolving Credit Facility by $10.0 million bringing the total borrowing capacity to $70.0 million.
1.375% Convertible Senior Notes
During the three months ended June 30, 2021, the Company repurchased $370.4 million in principal ($305.7 million net of discount and issuance costs) of its 1.375% Convertible Senior Notes due November 2024 (“1.375% Notes”) for $460.8 million in cash and the issuance of 2.2 million shares with a fair value of $622.7 million. The debt repurchase resulted in a $40.1 million loss on extinguishment, including cash paid to the note holders as an inducement to convert and transaction costs.
During the three months ended September 30, 2021, $20.0 million in principal of the 1.375% Notes were converted into approximately 215,000 shares with a fair value of $59.7 million. The conversion resulted in a $1.5 million loss on extinguishment of debt.
Fair Value of Debt
The carrying amount and the estimated fair value of the Company’s debt were as follows:
September 30, 2022December 31, 2021
(in millions)
Carrying
Value		Estimated
Fair Value		Carrying
Value
Estimated
Fair Value (1)
0.375% Convertible Senior Notes (1)
$788.1 $809.4 $638.8 $938.8 
Term loan (2)
482.9 481.4 485.2 498.1 
Equipment Financings (3)
70.8 70.8 83.7 83.7 
5.15% Mortgage (3)
64.9 64.9 66.2 66.2 
  Total$1,406.7 $1,426.5 $1,273.9 $1,586.8 
(1) The Notes are classified as Level 2 in the fair value hierarchy. Fair value was determined using the Company’s quoted stock price and the contractual conversion rate.
(2) Term debt is classified as Level 1 in the fair value hierarchy. Fair value was determined using quoted market prices.
(3) The equipment financings and mortgage are classified as Level 3 in the fair value hierarchy. The fair values were determined using the cost bases of the financial liabilities, which approximate their carrying values.