Debt and Financing

Our outstanding debt as of June 30, 2014 and December 31, 2013 consisted of the following:



As of June 30, 2014 (in millions)	Par Value			Discount			Book Value			Stated Interest Rate		Effective Interest Rate
New Term Loan	$	696.5		$	(6.5	)	$	690.0		8.0	%	8.2	%
New ABL Facility^(a)	—			—			—			NA		NA
Series A Notes	88.8			(5.4		)	83.4			10.0	%	18.3	%
Series B Notes	16.9			(1.8		)	15.1			10.0	%	25.6	%
Secured Second A&R CDA	47.8			—			47.8			3.3-18.3%		7.3	%
Unsecured Second A&R CDA	73.2			—			73.2			3.3-18.3%		7.3	%
Lease financing obligations	285.5			—			285.5			10.0-18.2%		11.9	%
Other	0.2			—			0.2
Total debt	$	1,208.9		$	(13.7	)	$	1,195.2
Current maturities of New Term Loan	(7.0		)	—			(7.0		)
Current maturities of Series A Notes	(88.8		)	5.4			(83.4		)
Current maturities of Series B Notes	(16.9		)	1.8			(15.1		)
Current maturities of lease financing obligations	(6.1		)	—			(6.1		)
Current maturities of other	(0.2		)	—			(0.2		)
Long-term debt	$	1,089.9		$	(6.5	)	$	1,083.4

^(a)

As of June 30, 2014, the borrowing base and availability on our New ABL Facility were $446.8 million and $79.3 million, respectively. The availability is calculated in accordance with the terms of the New ABL Facility and is derived by reducing the borrowing base by our $367.5 million of outstanding letters of credit as of June 30, 2014. The amount which is actually able to be drawn is limited by certain financial covenants in the New ABL Facility to $35.5 million. In comparison, the borrowing base, availability and amount able to be drawn as of March 31, 2014 were $450.0 million, $82.5 million and $42.7 million, respectively.



As of December 31, 2013 (in millions)	Par Value			Premium/ (Discount)			Book Value			Stated Interest Rate		Effective Interest Rate
Restructured Term Loan	$	298.1		$	37.7		$	335.8		10.0	%	—	%
Term A Facility (capacity $175.0, borrowing base $156.5, availability $51.5)	105.0			(2.1		)	102.9			8.5	%	15.8	%
Term B Facility (capacity $219.9, borrowing base $219.9, availability $0.0)	219.9			(3.9		)	216.0			11.25	%	15.0	%
Series A Notes	177.8			(17.8		)	160.0			10.0	%	18.3	%
Series B Notes	69.2			(10.5		)	58.7			10.0	%	25.6	%
6% Notes	69.4			(1.1		)	68.3			6.0	%	15.5	%
A&R CDA	124.2			(0.2		)	124.0			3.25-18.3%		7.3	%
Lease financing obligations	297.5			—			297.5			10.0-18.2%		11.9	%
Other	0.2			—			0.2
Total debt	$	1,361.3		$	2.1		$	1,363.4
Current maturities of lease financing obligations	(8.4		)	—			(8.4		)
Current maturities of other	(0.2		)	—			(0.2		)
Long-term debt	$	1,352.7		$	2.1		$	1,354.8

Conversions

Our 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 discussed in the “2014 Financing Transactions” footnote, in February 2014, the Company deposited $89.6 million with the trustee in order to fund the redemption of our outstanding Series A Notes on August 5, 2014.

Our 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 June 30, 2014, the effective conversion price and conversion rate for our Series B Notes (after taking into account the make whole premium) was $16.8103 and 59.4873 common shares per $1,000 of Series B Notes, respectively.

As of June 30, 2014, there was $16.9 million in aggregate principal amount of Series B Notes outstanding that are convertible into approximately 981,000 shares of our common stock (after taking into account the make whole premium). As discussed in the “2014 Financing Transactions” footnote, on January 31, 2014, certain holders of our Series B Notes exchanged their outstanding notes as part of an exchange agreement. Outside of these exchange agreements, during the six months ended June 30, 2014 and 2013, $1.2 million and $16.7 million of aggregate principal amount of Series B Notes were converted into 75,900 and 1.1 million shares of our common stock, which includes the make whole premium. Upon conversion, during the six months ended June 30, 2014, we recorded $0.4 million of additional interest expense representing the $0.2 million make whole premium and $0.2 million of accelerated amortization of the discount on converted Series B Notes. There were no conversions during the three months ended June 30, 2014. During the three months ended June 30, 2013, we recorded $5.6 million of additional interest expense representing the $2.3 million make whole premium and $3.3 million of accelerated amortization of the discount on converted Series B Notes. During the six months ended June 30, 2013, we recorded $9.0 million of additional interest expense representing the $3.9 million make whole premium and $5.1 million of accelerated amortization of the discount on converted Series B Notes. There were no Series B Note conversions from June 30, 2014 through July 25, 2014.

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:



	June 30, 2014				December 31, 2013
(in millions)	Carrying amount		Fair Value		Carrying amount		Fair Value
New Term Loan	$	690.0	$	708.4	$	—	$	—
Restructured Term Loan	—		—		335.8		289.2
ABL Facility	—		—		318.9		326.1
Series A Notes and Series B Notes	98.5		105.7		218.7		225.8
Lease financing obligations	285.5		287.8		297.5		297.5
Other	121.2		123.3		192.5		179.8
Total debt	$	1,195.2	$	1,225.2	$	1,363.4	$	1,318.4

The fair values of the New Term Loan, New ABL Facility, Restructured Term Loan, ABL Facility, Series A Notes, Series B Notes, 6% Notes (included in “Other” above) Secured and Unsecured A&R CDA (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 fair value of the lease financing obligations is estimated using a publicly traded secured loan with similar characteristics (level three input for fair value measurement).