Convertible Senior Debt

The following table summarizes the Company’s convertible senior debt:



	June 30, 2015		December 31, 2014
	(in thousands)
5.000% Notes due 2016	$	9,519	$	50,000
4.250% Notes due 2018	229,913		350,000
3.625% Notes due 2020	171,762		300,000
Total	$	411,194	$	700,000

As of June 30, 2015, the remaining outstanding senior notes are convertible into Class A common stock based on conversion prices ranging from $13.91 to $24.21 per Class A common share.

During the six months ended June 30, 2015, the Company entered into separate, privately negotiated exchange agreements with certain holders of the Company’s convertible senior notes. Under the terms of the agreements, holders agreed to exchange certain notes for shares of Class A common stock and cash payments. The cash payments were primarily for accrued and unpaid interest and in consideration for additional interest payable through maturity. The additional interest payable through maturity was based in part on the daily Volume Weighted Average Price during a 20-trading day measurement period following the agreement date for the 2018 and 2020 Senior Notes exchanges. Under the accounting guidance for induced conversions of convertible debt, additional amounts paid to induce the holders to exchange the notes were expensed resulting in a loss on extinguishment of debt.

The following table summarizes exchange agreement transactions completed during the six months ended June 30, 2015.



Agreement Date	Issuance	Aggregate Principal		Class A Common Shares Issued	Cash Payments to Noteholders		Loss on Extinguishment
		(in thousands, except share data)
February 26, 2015	2018 Senior Notes	$	120,087	5,541,115	$	13,641	$	13,372
February 26, 2015	2020 Senior Notes	$	128,238	5,297,885	$	19,283	$	19,038
March 5, 2015	2016 Senior Notes	$	40,481	2,805,513	$	6,163	$	2,732
Total		$	288,806	13,644,513	$	39,087	$	35,142

Amounts paid to noteholders for consideration of additional interest through maturity are presented as cash used in financing activities in the Consolidated Statement of Cash Flows.

In connection with the 2016 Senior Notes issuance, the Company entered into a convertible note hedge transaction intended to reduce the potential dilution with respect to the Company’s Class A common stock upon conversion of the 2016 Senior Notes. On March 3, 2015, the Company terminated and settled the convertible note hedge and received cash proceeds of $17,818,000 and 258,350 shares of Class A common stock, which the Company initially put into treasury. Under the accounting guidance, the total consideration received was recorded as an increase to additional paid in capital.

All of the senior debt are unsecured senior obligations and rank equally with all existing and future unsecured indebtedness; however, they are effectively subordinated to the Credit Facility and all existing and future secured indebtedness and other liabilities of the Company’s subsidiaries to the extent of the value of the collateral securing that other debt.

Subsequent Event

Subsequent to June 30, 2015, the Company entered into additional separate, privately negotiated exchange agreements with certain holders of the Company’s convertible senior notes. Under the terms of the agreements, which were similar to the February and March 2015 agreements, holders agreed to exchange certain notes for shares of Class A common stock and cash payments. The cash payments are primarily for accrued and unpaid interest and in consideration for additional interest payable through maturity. The additional interest payable through maturity was based in part on the daily Volume Weighted Average Price during a 5-trading day measurement commencing July 16, 2015 for the 2018 and 2020 Note exchanges. Under the accounting guidance for induced conversions of convertible debt, additional amounts paid to induce the holders to exchange the notes will be expensed and recorded as a loss on extinguishment of debt during the three months ended September 30, 2015.

The following table summarizes exchange agreement transactions completed in July 2015.



Agreement Date	Issuance	Aggregate Principal		Class A Common Shares Issued	Cash Payments to Noteholders		Loss on Extinguishment
		(in thousands, except share data)
July 15, 2015	2016 Senior Notes	$	8,151	555,016	$	1,305	$	489
July 15/16, 2015	2018 Senior Notes	$	75,387	3,478,511	$	13,052	$	11,664
July 15, 2015	2020 Senior Notes	$	55,407	2,289,013	$	11,371	$	10,500
Total		$	138,945	6,322,540	$	25,728	$	22,653