DEBT:

The Company’s debt and capital lease obligations at March 31, 2014 and December 31, 2013 consisted of (in thousands):


	March 31,			December 31,
	2014			2013
$1 Billion Credit Facility, interest at LIBOR plus 1.85%, maturing April 18, 2017	$	506,000		$	509,500
Convertible Senior Notes, interest at 3.75%, maturing October 1, 2014, net of unamortized discount of $6,822 and $10,096		297,236			293,962
Senior Notes, interest at 5.0%, maturing April 15, 2021		350,000			350,000
Capital lease obligations		810			958

Total debt		1,154,046			1,154,420
Less amounts due within one year		(604	)		(599	)

Total long-term debt	$	1,153,442		$	1,153,821

At March 31, 2014, the Company was in compliance with all of its covenants related to its outstanding debt.

3.75% Convertible Senior Notes

The Convertible Notes are convertible, under certain circumstances as described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013, at the holder’s option, into shares of the Company’s common stock, at an adjusted conversion rate of 47.4034 shares of common stock per $1,000 principal amount of the Convertible Notes, which is equivalent to an adjusted conversion price of approximately $21.10 per share and reflects the adjustment made for the cash dividend paid by the Company to stockholders on April 14, 2014. Additional adjustments will be made for quarterly cash dividends paid by the Company pursuant to customary anti-dilution adjustments. The Company may elect, at its option, to deliver shares of its common stock, cash or a combination of cash and shares of its common stock in satisfaction of its obligations upon conversion of the Convertible Notes or at their maturity.

Based on the Company’s stock price during the three months ended March 31, 2014, a condition permitting conversion (as defined in the indenture governing the Convertible Notes) had been satisfied, and thus the Convertible Notes are currently convertible through June 30, 2014 and will remain convertible through the close of business on September 29, 2014 pursuant to the indenture. Based on the Company’s borrowing capacity under its $1 billion credit facility at March 31, 2014 and the Company’s intent and ability to refinance all of its Convertible Notes on a long-term basis when due, the Convertible Notes have been classified as long-term debt in the above table at March 31, 2014. See Note 15 for further discussion.

Concurrently with the offering of the Convertible Notes, the Company entered into convertible note hedge transactions with respect to its common stock (the “Purchased Options”) with counterparties affiliated with the initial purchasers of the Convertible Notes, for purposes of reducing the potential dilutive effect upon conversion of the Convertible Notes. The Purchased Options entitle the Company to receive shares of the Company’s common stock. At March 31, 2014, the Purchased Options covered approximately 14.4 million shares, with an adjusted strike price of $21.10 per share (the same as the adjusted conversion price of the Convertible Notes), which reflects the adjustments made in connection with the cash dividend paid by the Company to stockholders on April 14, 2014. The number of shares underlying the Purchased Options and the strike price thereof are subject to further customary anti-dilution adjustments substantially similar to the Convertible Notes, including for quarterly cash dividends. The Purchased Options will be settled in shares, cash or a combination of cash and shares based on the settlement option for the Convertible Notes chosen by the Company. Proportionate reductions to the number of shares underlying the Purchased Options may be made in connection with the Company’s repurchase, if any, of Convertible Notes prior to their maturity. See Note 15 for further disclosure.

Separately and concurrently with entering into the Purchased Options, the Company also entered into warrant transactions whereby it sold common stock purchase warrants to each of the hedge counterparties. The warrants entitle the counterparties to purchase shares of the Company’s common stock. At March 31, 2014, the warrants covered approximately 14.5 million shares, with an adjusted strike price of $25.31 per share, which reflects the adjustments made in connection with the cash dividend paid by the Company to stockholders on April 14, 2014. The number of shares underlying the warrants and the strike price thereof are subject to further customary anti-dilution adjustments similar to the adjustments of the Convertible Notes and Purchased Options, including for quarterly cash dividends. The warrants may only be settled at maturity in shares of the Company’s common stock, net of the exercise price. Proportionate reductions to the number of shares underlying the warrants may be made in connection with the Company’s repurchase, if any, of Convertible Notes prior to their maturity. See Note 15 for further disclosure.