DEBT

Short-term borrowings and the current portion of long-term debt at September 30, 2017 and December 31, 2016 consisted of the following:



	September 30, 2017			December 31, 2016
Zero-coupon convertible subordinated notes	$	8.9		$	42.4
2.20% senior notes due 2017	—			500.0
Debt issuance costs	(1.1		)	(1.3		)
Current portion of capital leases	8.4			8.4
Current portion of note payable	1.9			—
Total short-term borrowings and current portion of long-term debt	$	18.1		$	549.5

Long-term debt at September 30, 2017 and December 31, 2016 consisted of the following:



	September 30, 2017			December 31, 2016
2.50% senior notes due 2018	$	400.0		$	400.0
2.625% senior notes due 2020	500.0			500.0
4.625% senior notes due 2020	617.1			614.6
3.20% senior notes due 2022	500.0			500.0
3.75% senior notes due 2022	500.0			500.0
4.00% senior notes due 2023	300.0			300.0
3.25% senior notes due 2024	600.0			—
3.60% senior notes due 2025	1,000.0			1,000.0
3.60% senior notes due 2027	600.0			—
4.70% senior notes due 2045	900.0			900.0
Revolving credit facility	—			—
2014 Term loan	515.0			565.0
2017 Term loan	750.0			—
Debt issuance costs	(50.5		)	(43.0		)
Capital leases	59.3			56.2
Note payable	9.4			7.2
Total long-term debt	$	7,200.3		$	5,300.0

Senior Notes

On August 22, 2017, the Company issued new senior notes representing $1,200.0 in debt securities and consisting of a $600.0 aggregate principal amount of 3.25% senior notes due 2024 and a $600.0 aggregate principal amount of 3.60% senior notes due 2027. Interest on these notes is payable semi-annually on March 1 and September 1 of each year, commencing on March 1, 2018. Net proceeds from the offering of these notes were $1,190.1 after deducting underwriting discounts and other expenses of the offering. Net proceeds were used to pay off the 2.20% senior notes due August 23, 2017, as well as a portion of the cash consideration and the fees and expenses in connection with the Chiltern acquisition.

On September 30, 2016, the Company announced the successful completion of the consent solicitations for the 5.00% convertible senior notes due 2017 and 2018, totaling $130.0, assumed as part of the 2016 acquisition of Sequenom. On October 20, 2016, the Company retired $129.9 of these outstanding notes, and paid an additional $5.6 relating to the early retirement of the subsidiary indebtedness (recorded as interest expense in the Condensed Consolidated Statement of Operations).

During the third quarter of 2013, the Company entered into two fixed-to-variable interest rate swap agreements for its 4.625% senior notes due 2020 with an aggregate notional amount of $600.0 and variable interest rates based on one-month LIBOR plus 2.298% to hedge against changes in the fair value of a portion of the Company's long-term debt. These derivative financial instruments are accounted for as fair value hedges of the senior notes due 2020. These interest rate swaps are included in other long-term assets and added to the value of the senior notes, with an aggregate fair value of $17.1 at September 30, 2017 and $14.6 at December 31, 2016.

Zero-Coupon Subordinated Notes

On September 11, 2017, the Company announced that for the period from September 11, 2017 to March 11, 2018, the zero-coupon subordinated notes will accrue contingent cash interest at a rate of no less than 0.125% of the average market price of a zero-coupon subordinated note for the five trading days ended September 8, 2017, in addition to the continued accrual of the original issue discount.

During the nine months ended September 30, 2017, the Company settled notices to convert $22.8 aggregate principal amount at maturity of its zero-coupon subordinated notes with a conversion value of $66.2. The total cash used for these settlements was $33.8 and the Company also issued 0.2 shares of common stock. As a result of these conversions, the Company also reversed deferred tax liabilities of $13.7.

On October 2, 2017, the Company announced that its zero-coupon subordinated notes may be converted into cash and common stock at the conversion rate of 13.4108 per $1,000.0 principal amount at maturity of the notes, subject to the terms of the zero-coupon subordinated notes and the Indenture, dated as of October 24, 2006 between the Company and The Bank of New York Mellon, as trustee and the conversion agent. In order to exercise the option to convert all or a portion of the zero-coupon subordinated notes, holders are required to validly surrender their zero-coupon subordinated notes at any time during the calendar quarter beginning October 2, 2017 through the close of business on the last business day of the calendar quarter, which is 5:00 p.m., New York City time, on Friday, December 29, 2017. If notices of conversion are received, the Company plans to settle the cash portion of the conversion obligation with cash on hand and/or borrowings under the revolving credit facility.

Credit Facilities

As part of its financing of the Covance acquisition, the Company entered into a $1,000.0 term loan in December 2014, as amended on July 13, 2016, and further amended on September 15, 2017. On September 15, 2017, the Company entered into a new $750.0 term loan. The 2017 term loan facility will mature on September 15, 2022. The 2014 term loan balance at September 30, 2017 was $515.0 and at December 31, 2016 was $565.0. The 2017 term loan balance at September 30, 2017 was $750.0.

The Company entered into a senior revolving credit facility on December 21, 2011, which was amended and restated on December 19, 2014, further amended on July 13, 2016, and further amended and restated on September 15, 2017. The senior revolving credit facility consists of a five-year revolving facility in the principal amount of up to $1,000.0, with the option of increasing the facility by up to an additional $350.0, subject to the agreement of one or more new or existing lenders to provide such additional amounts and certain other customary conditions. The revolving credit facility also provides for a subfacility of up to $100.0 for swing line borrowings and a subfacility of up to $150.0 for issuances of letters of credit. The revolving credit facility is permitted to be used for general corporate purposes, including working capital, capital expenditures, funding of share repurchases and certain other payments, and acquisitions and other investments. The outstanding balance on the Company's revolving credit facility was $0.0 and $0.0 at September 30, 2017 and December 31, 2016, respectively.

Under the term loan facilities and the revolving credit facility, the Company is subject to negative covenants limiting subsidiary indebtedness and certain other covenants typical for investment grade-rated borrowers, and the Company is required to maintain certain leverage ratios. The Company was in compliance with all covenants in the term loan facilities and the revolving credit facility at September 30, 2017. As of September 30, 2017, the ratio of total debt to consolidated proforma trailing 12 month EBITDA was 3.5 to 1.0.

The 2014 term loan credit facility accrues interest at a per annum rate equal to, at the Company’s election, either a LIBOR rate plus a margin ranging from 1.125% to 2.00%, or a base rate determined according to a prime rate or federal funds rate plus a margin ranging from 0.125% to 1.00%. The 2017 term loan credit facility accrues interest at a per annum rate equal to, at the Company’s election, either a LIBOR rate plus a margin ranging from 0.875% to 1.50%, or a base rate determined according to a prime rate or federal funds rate plus a margin ranging from 0.0% to 0.50%.

Advances under the revolving credit facility will accrue interest at a per annum rate equal to, at the Company’s election, either a LIBOR rate plus a margin ranging from 0.775% to 1.25%, or a base rate determined according to a prime rate or federal funds rate plus a margin ranging from 0.00% to 0.25%. Fees are payable on outstanding letters of credit under the revolving credit facility at a per annum rate equal to the applicable margin for LIBOR loans, and the Company is required to pay a facility fee on the aggregate commitments under the revolving credit facility, at a per annum rate ranging from 0.10% to 0.25%. The interest margin applicable to the credit facilities, and the facility fee and letter of credit fees payable under the revolving credit facility, are based on the Company’s senior credit ratings as determined by Standard & Poor’s and Moody’s.

As of September 30, 2017, the effective interest rate on the revolving credit facility was 2.21%, the effective interest rate on the 2014 term loan was 2.49% and the effective interest rate on the 2017 term loan was 2.36%.