Convertible Senior Debt

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



	September 30, 2015		December 31, 2014
	(in thousands)
5.000% Notes due 2016	$	1,368	$	50,000
4.250% Notes due 2018	154,526		350,000
3.625% Notes due 2020	116,355		300,000
Total	$	272,249	$	700,000

During the three and nine months ended September 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 (that occurred in February 2015) and a 5-trading day measurement period commencing July 16, 2015 for the 2018 and 2020 Note exchanges (that occurred in July 2015). 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 non-tax deductible loss on extinguishment of debt. For the three and nine months ended September 30, 2015, the Company recorded $22,653,000 and $57,795,000, respectively, as a loss on extinguishment of debt related to the exchange agreement transactions.

The following table summarizes exchange agreement transactions completed during the nine months ended September 30, 2015:



Agreement Date	Issuance	Aggregate Principal		Class A Common Shares Issued	Cash Payments to Noteholders		Loss on Extinguishment
		(in thousands, except share data)
First Quarter-2015
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
Third Quarter-2015
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
Grand Total		$	427,751	19,967,053	$	64,815	$	57,795

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, subject to a limit, 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 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.