Debt and Financing

Our outstanding debt as of September 30, 2013 and December 31, 2012 consisted of the following:



As of September 30, 2013 (in millions)	Par Value			Premium/ (Discount)			Book Value			Stated Interest Rate		Effective Interest Rate
Restructured Term Loan	$	298.7		$	45.2		$	343.9		10.0	%	—	%
Term A Facility (capacity $175.0, borrowing base $168.2, availability $63.2)	105.0			(2.8		)	102.2			8.5	%	15.8	%
Term B Facility (capacity $220.5, borrowing base $220.5, availability $0.0)	220.5			(5.1		)	215.4			11.25	%	15.0	%
Series A Notes	173.5			(20.6		)	152.9			10.0	%	18.3	%
Series B Notes	68.2			(12.1		)	56.1			10.0	%	25.6	%
6% Convertible Senior Notes	69.4			(2.5		)	66.9			6.0	%	15.5	%
A&R CDA	124.3			(0.2		)	124.1			3.0-18.0%		7.0	%
Lease financing obligations	299.3			—			299.3			10.0-18.2%		11.9	%
Other	0.2			—			0.2
Total debt	$	1,359.1		$	1.9		$	1,361.0
Current maturities of Term A Facility	(105.0		)	2.8			(102.2		)
Current maturities of Term B Facility	(220.5		)	$	5.1		(215.4		)
Current maturities of 6% Notes	(69.4		)	2.5			(66.9		)
Current maturities of lease financing obligations	(8.0		)	—			(8.0		)
Current maturities of other	(0.2		)	—			(0.2		)
Long-term debt	$	956.0		$	12.3		$	968.3



As of December 31, 2012 (in millions)	Par Value			Premium/ (Discount)			Book Value			Stated Interest Rate		Effective Interest Rate
Restructured Term Loan	$	298.7		$	67.6		$	366.3		10.0	%	—	%
Term A Facility (capacity $175.0, borrowing base $147.6, availability $42.6)	105.0			(4.8		)	100.2			8.5	%	15.8	%
Term B Facility (capacity $222.2, borrowing base $222.2, availability $0.0)	222.2			(8.5		)	213.7			11.25	%	15.0	%
Series A Notes	161.2			(27.8		)	133.4			10.0	%	18.3	%
Series B Notes	91.5			(25.4		)	66.1			10.0	%	25.6	%
6% Notes	69.4			(6.3		)	63.1			6.0	%	15.5	%
A&R CDA	125.8			(0.4		)	125.4			3.0-18.0%		7.1	%
Lease financing obligations	306.9			—			306.9			10.0-18.2%		11.9	%
Other	0.3			—			0.3
Total debt	$	1,381.0		$	(5.6	)	$	1,375.4
Current maturities of Term B Facility	(2.3		)	—			(2.3		)
Current maturities of lease financing obligations	(6.5		)	—			(6.5		)
Current maturities of other	(0.3		)	—			(0.3		)
Long-term debt	$	1,371.9		$	(5.6	)	$	1,366.3

The interest rates for certain borrowings have increased in accordance with our Amendments as of November 12, 2013. Refer to Note 3, Liquidity for details.

Conversions

Our 10% Series A Convertible Senior Secured Notes due 2015 (the "Series A Notes") were 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, 2013 and November 7, 2013, there was $173.5 million and $174.8 million, respectively, in aggregate principal amount of Series A Notes outstanding that are convertible into approximately 5.6 million shares of our common stock at the maturity date. There were no Series A Note conversions from September 30, 2013 through November 7, 2013.

Our 10% Series B Convertible Senior Secured Notes due 2015 (the "Series B Notes") are convertible into our common stock, at any time at the conversion price per share of approximately $18.5334 and a conversion rate of 53.9567 common shares per $1,000 of the Series B Notes (such conversion price and conversion rate applying also to the Series B Notes make whole premium). As of September 30, 2013, the effective conversion price and conversion rate for our Series B Notes due 2015 (after taking into account the make whole premium) was $16.0056 and 62.4781 common shares per $1,000 of Series B Notes, respectively.

During the three and nine months ended September 30, 2013, $12.4 million and $29.1 million of aggregate principal amount of Series B Notes were converted into 0.8 million and 1.9 million shares of our common stock, respectively, which includes the make whole premium. Upon conversion, during the three months ended September 30, 2013, we recorded $6.2 million of additional interest expense representing the $2.7 million make whole premium and $3.5 million of accelerated amortization of the discount on converted Series B Notes. During the nine months ended September 30, 2013, we recorded $15.2 million of additional interest expense representing the $6.6 million make whole premium and $8.6 million of accelerated amortization of the discount on converted Series B Notes. As of September 30, 2013, there was $68.2 million in aggregate principal amount of Series B Notes outstanding that are convertible into approximately 4.2 million shares of our common stock (after taking into account the make whole premium). There were no Series B Note conversions from September 30, 2013 through November 7, 2013.

As of September 30, 2013 and November 7, 2013, a maximum of 17,600 shares of our common stock was available for future issuance upon conversion of the Convertible 6% Senior 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, 2013				December 31, 2012
(in millions)	Carrying amount		Fair Value		Carrying amount		Fair Value
Restructured Term Loan	$	343.9	$	297.0	$	366.3	$	197.5
ABL Facility	317.6		329.0		313.9		325.8
Series A Notes and Series B Notes	209.0		234.1		199.5		81.5
Lease financing obligations	299.3		299.3		306.9		306.9
Other	191.2		188.9		188.8		99.5
Total debt	$	1,361.0	$	1,348.3	$	1,375.4	$	1,011.2

The fair values of the Restructured Term Loan, ABL Facility, Series A Notes, Series B Notes, 6% Notes (included in “Other” above) and A&R CDA (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 (level two input for fair value measurement).