Debt and Financing

Total debt consisted of the following:



As of September 30, 2012 (in millions)	Par Value			Premium/ (Discount)			Book Value			Stated Interest Rate		Effective Interest Rate
Restructured term loan	$	298.7		$	75.0		$	373.7		10.0	%	—	%
ABL facility – Term A (capacity $175.0, borrowing base $153.2, availability $48.2)*	105.0			(5.5		)	99.5			8.5	%	51.5	%
ABL facility – Term B (capacity $225.0, borrowing base $222.7, availability $0.0)	222.7			(9.5		)	213.2			11.25	%	15.0	%
Series A Notes	157.3			(29.8		)	127.5			10.0	%	18.3	%
Series B Notes	92.1			(28.0		)	64.1			10.0	%	25.6	%
6% convertible senior notes	69.4			(7.4		)	62.0			6.0	%	15.5	%
Pension contribution deferral obligations	127.6			(0.5		)	127.1			3.0-18.0%		7.1	%
Lease financing obligations	308.4			—			308.4			10.0-18.2%		11.9	%
5.0% and 3.375% contingent convertible senior notes	1.9			—			1.9			5.0% and 3.375%		5.0% and 3.375%
Total debt	$	1,383.1		$	(5.7	)	$	1,377.4
Current maturities of ABL facility – Term B	$	(2.3	)				$	(2.3	)
Current maturities of 5.0% and 3.375% contingent convertible senior notes and other	(1.9		)				(1.9		)
Current maturities of lease financing obligations	(5.9		)				(5.9		)
Long-term debt	$	1,373.0		$	(5.7	)	$	1,367.3



As of December 31, 2011 (in millions)	Par Value			Premium/ (Discount)			Book Value			Stated Interest Rate		Effective Interest Rate
Restructured term loan	$	303.1		$	98.9		$	402.0		10.0	%	—	%
ABL facility – Term A (capacity $175.0, borrowing base $136.1, availability $76.1)*	60.0			(7.6		)	52.4			8.5	%	51.5	%
ABL facility – Term B (capacity $225.0, borrowing base $224.4, availability $0.0)	224.4			(12.4		)	212.0			11.25	%	14.7	%
Series A Notes	146.3			(35.0		)	111.3			10.0	%	18.3	%
Series B Notes	98.0			(37.1		)	60.9			10.0	%	25.6	%
6% convertible senior notes	69.4			(10.3		)	59.1			6.0	%	15.5	%
Pension contribution deferral obligations	140.2			(0.6		)	139.6			3.0-18.0%		5.2	%
Lease financing obligations	315.2			—			315.2			10.0-18.2%		11.9	%
5.0% and 3.375% contingent convertible senior notes	1.9			—			1.9			5.0% and 3.375%		5.0% and 3.375%
Other	0.3			—			0.3
Total debt	$	1,358.8		$	(4.1	)	$	1,354.7
Current maturities of ABL facility – Term B	(2.3		)	—			(2.3		)
Current maturities of 5.0% and 3.375% contingent convertible senior notes and other	(2.2		)	—			(2.2		)
Current maturities of lease financing obligations	(5.0		)	—			(5.0		)
Long-term debt	$	1,349.3		$	(4.1	)	$	1,345.2

*The effective interest rate on the ABL facility - Term A is calculated based upon the capacity of the facility and not the par value.

10% Series A Convertible Senior Secured Notes

Our 10% Series A Convertible Senior Secured Notes due March 2015 ("Series A Notes") are convertible into our common stock beginning July 22, 2013 at the conversion price per share of $34.0059 and a conversion rate of 29.4067 common shares per $1,000 of Series A Notes.

As of September 30, 2012 and October 31, 2012, there was $157.3 million and $158.6 million, respectively, in aggregate principal amount of Series A Notes outstanding that are convertible into approximately 5.9 million shares of our common stock at the maturity date.

10% Series B Convertible Senior Secured Notes

Our 10% Series B Convertible Senior Secured Notes due March 2015 ("Series B Notes") are convertible into our common stock, at any time, at the conversion price per share of $18.5334 and a conversion rate of 53.9567 common shares per $1,000 of Series B Notes (such conversion price and conversion rate also apply to the Series B Notes make whole premium). Upon conversion, holders of Series B Notes will not receive any cash payments representing accrued and unpaid interest; however, they will receive a make whole premium, equal to the total amount of interest received if the notes were held to their maturity, paid in shares of our common stock for the Series B Notes that are converted.

As of September 30, 2012, the effective conversion price and conversion rate for Series B Notes (after taking into account the make whole premium) was $14.5216 and 68.8629 common shares per $1,000 of Series B Notes, respectively.

During the nine months ended September 30, 2012, $12.6 million of aggregate principal amount of Series B Notes were converted into 681,000 shares of our common stock. Upon conversion, during the nine months ended September 30, 2012, we recorded $9.1 million of additional interest expense representing the $4.3 million make whole premium and $4.8 million of accelerated amortization of the discount on converted Series B Notes.

As of September 30, 2012, there was $92.1 million in aggregate principal amount of Series B Notes outstanding that are convertible into approximately 6.3 million shares of our common stock (after taking into account the make whole premium). There were no Series B Note conversions from September 30, 2012 through October 31, 2012.

6% Convertible Senior Notes

Our 6% Convertible Senior Notes due February 2014 ("6% Notes") are convertible into our common stock, at any time, at the conversion price per share of $3,225 and a conversion rate of 0.3101 common shares per $1,000 of 6% Notes. However, the 6% Notes indenture limits the maximum number of shares of our common stock that can be issued upon conversion or with respect to the payment of interest or in connection with the make whole premium or otherwise, subject to certain adjustments. If the limit is reached, no holder is entitled to any other consideration on account of shares not issued.

As of September 30, 2012 and October 31, 2012, a maximum of 17,616 shares of our common stock is available for future issuance upon conversion of 6% Notes. The limitation on the number of shares of common stock issuable upon conversion of the 6% Notes applies on a pro rata basis to the $69.4 million in aggregate principal amount of outstanding 6% Notes.

Fair Value Measurement

The carrying amounts and estimated fair values of our long-term debt, including current maturities and other financial instruments, are summarized as follows:



	September 30, 2012				December 31, 2011
(in millions)	Carrying amount		Fair Value		Carrying amount		Fair Value
Restructured term loan	$	373.7	$	200.5	$	402.0	$	216.5
ABL facility	312.7		324.0		264.4		268.8
Series A Notes and Series B Notes	191.6		80.8		172.2		168.7
Lease financing obligations	308.4		308.4		315.2		315.2
Other	191.0		110.7		200.9		139.9
Total debt	$	1,377.4	$	1,024.4	$	1,354.7	$	1,109.1

The fair values of the restructured term loan, ABL facility, Series A and Series B Notes, 6% Notes and pension contribution deferral obligations (included in “Other” above) were estimated based on observable prices (level two inputs for fair value measurements). The carrying amount of the lease financing obligations approximates fair value.