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Debt and Subordinated Convertible Debentures (Tables)
3 Months Ended
Mar. 31, 2012
Debt Disclosure [Abstract]  
Schedule of Long-term Debt Instruments
Debt consists of the following: 
 
March 31, 2012
 
December 31, 2011
URNA and subsidiaries debt:
 
 
 
Accounts Receivable Securitization Facility (1)
$
230

 
$
255

$1.9 billion ABL Facility (2)
982

 
810

10 7/8 percent Senior Notes
490

 
489

9 1/4 percent Senior Notes
493

 
493

8 3/8 percent Senior Subordinated Notes
750

 
750

1 7/8 percent Convertible Senior Subordinated Notes (3)
22

 
22

Capital leases
38

 
39

Total URNA and subsidiaries debt
3,005

 
2,858

Merger financing notes (4):
 
 
 
3/4 percent Senior Secured Notes
750

 

3/8 percent Senior Notes
750

 

7 5/8 percent Senior Notes
1,325

 

Total merger financing notes
2,825

 

Holdings:
 
 
 
4 percent Convertible Senior Notes (5)
131

 
129

Total debt (6)
5,961

 
2,987

Less short-term portion (7)
(371
)
 
(395
)
Total long-term debt
$
5,590

 
$
2,592

 ___________________

(1)
At March 31, 2012, $5 was available under our accounts receivable securitization facility. The interest rate applicable to the accounts receivable securitization facility was 0.9 percent at March 31, 2012. During the three months ended March 31, 2012, the monthly average amount outstanding under the accounts receivable securitization facility was $218, and the weighted-average interest rate thereon was 0.9 percent. The maximum month-end amount outstanding under the accounts receivable securitization facility during the three months ended March 31, 2012 was $230.
(2)
At March 31, 2012, $868 was available under our ABL facility, net of $50 of letters of credit. The interest rate applicable to the ABL facility was 2.4 percent at March 31, 2012. During the three months ended March 31, 2012, the monthly average amount outstanding under the ABL facility was $895, and the weighted-average interest rate thereon was 2.4 percent. The maximum month-end amount outstanding under the ABL facility during the three months ended March 31, 2012 was $982. In March 2012, the size of the ABL facility was increased to $1.9 billion.
(3)
Based on the price of our common stock during the first quarter of 2012, holders of the 1 7/8 percent Convertible Senior Subordinated Notes may convert the notes during the second quarter of 2012 at a conversion price of $21.83 per share of common stock. Between April 1, 2012 (the beginning of the second quarter) and April 13, 2012, none of the 1 7/8 percent Convertible Senior Subordinated Notes were converted.
(4)
In connection with the proposed merger with RSC, on March 9, 2012, Funding SPV issued the merger financing notes. The proceeds from the merger financing notes were deposited into segregated escrow accounts and will be released from escrow subject to the satisfaction of certain conditions, including the occurrence of the merger substantially in accordance with the terms and conditions of the merger agreement and the assumption by a newly formed wholly owned subsidiary of URI, into which URNA will be merged in connection with the RSC merger, of all of the obligations of Funding SPV under the indentures governing the notes and related documentation. The aggregate cash received from the merger financing notes, along with $25 of interest payable on the notes, is separately classified in our condensed consolidated balance sheets as restricted cash. See below for additional detail regarding each of the merger financing notes.
(5)
The difference between the March 31, 2012 carrying value of the 4 percent Convertible Senior Notes and the $168 principal amount reflects the $37 unamortized portion of the original issue discount recognized upon issuance of the notes, which is being amortized through the maturity date of November 15, 2015. Because the 4 percent Convertible Senior Notes were convertible at March 31, 2012, an amount equal to the $37 unamortized portion of the original issue discount is separately classified in our condensed consolidated balance sheets and referred to as “temporary equity.” Based on the price of our common stock during the first quarter of 2012, holders of the 4 percent Convertible Senior Notes have the right to redeem the notes during the second quarter of 2012 at a conversion price of $11.11 per share of common stock. Between April 1, 2012 (the beginning of the second quarter) and April 13, 2012, none of the 4 percent Convertible Senior Notes were redeemed.
(6)
In August 1998, a subsidiary trust of Holdings (the “Trust”) issued and sold $300 of 6 1/2 percent Convertible Quarterly Income Preferred Securities (“QUIPS”) in a private offering. The Trust used the proceeds from the offering to purchase 6  1/2 percent subordinated convertible debentures due 2028 (the “Debentures”), which resulted in Holdings receiving all of the net proceeds of the offering. The QUIPS are non-voting securities, carry a liquidation value of $50 (fifty dollars) per security and are convertible into Holdings’ common stock. Total debt at March 31, 2012 and December 31, 2011 excludes $55 of these Debentures, which are separately classified in our condensed consolidated balance sheets and referred to as “subordinated convertible debentures.” The subordinated convertible debentures reflect the obligation to our subsidiary that has issued the QUIPS. This subsidiary is not consolidated in our financial statements because we are not the primary beneficiary of the Trust.
(7)
As of March 31, 2012, our short-term debt primarily reflects $230 of borrowings under our accounts receivable securitization facility and $131 of 4 percent Convertible Senior Notes. The 4 percent Convertible Senior Notes mature in 2015, but are reflected as short-term debt because they are convertible at March 31, 2012.