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Convertible Notes, Net
12 Months Ended
Dec. 31, 2019
Text Block [Abstract]  
Convertible Notes, Net
9. CONVERTIBLE NOTES, NET
As of December 31, 2019, the following convertible senior notes, or Convertible Notes, were outstanding ($ in thousands):
                                         
Convertible Notes Issuance
 
Face Value
 
 
Coupon Rate
 
 
All-in
 Cost
(1)
 
 
Conversion Rate
(2)
 
 
Maturity
 
May 2017
  $
 
 
 
 
402,500
     
4.38
%    
4.85
%    
28.0324
     
May 5, 2022
 
March 2018
  $
220,000
     
4.75
%    
5.33
%    
27.6052
     
March 15, 2023
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Includes issuance costs that are amortized through interest expense over the life of the Convertible Notes using the effective interest method.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(2) Represents the shares of class A common stock per $1,000 principal amount of Convertible Notes, which is equivalent to a conversion price of $35.67 and $36.23 per share of class A common stock, respectively, for the May 2017 and March 2018 convertible notes. The cumulative dividend threshold as defined in the respective May 2017 and March 2018 convertible notes supplemental indentures have not been exceeded as of December 31, 2019.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
The Convertible Notes are convertible at the holders’ option into shares of our class A common stock, only under specific circumstances, prior to the close of business on January 31, 2022 and December 14, 2022 for the May 2017 and March 2018 convertible notes, respectively, at the applicable conversion rate in effect on the conversion date. Thereafter, the Convertible Notes are convertible at the option of the holder at any time until the
 
second scheduled trading day immediately preceding the maturity date. We may not redeem the Convertible Notes prior to maturity. The last reported sale price of our class A common stock of $
37.22
on December 31, 2019 was greater than the per share conversion price of the May 2017 and March 2018 convertible notes. We have the intent and ability to settle each series of the Convertible Notes in cash and, as a result, the potential conversion of the Convertible Notes did not have any impact on our diluted earnings per share.
Upon our issuance of the May 2017 convertible notes, we recorded a $979,000 discount based on the implied value of the conversion option and an assumed effective interest rate of 4.57%, as well as $8.4 million of
issue
discount and issuance costs. Including the amortization of the discount and issuance costs, our total cost of the May 2017 convertible notes issuance is 4.91% per annum.
 
 
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