Debt

Long-Term Debt

A summary of long-term debt is as follows:



(In millions)	Coupon		June 30, 2014		December 31, 2013
Revolving Facility			$	—	$	60.0
Cash Convertible Notes	3.750	%	2,188.8		1,828.3
2016 Senior Notes ^(a)	1.800	%	500.2		499.2
2016 Senior Notes ^(b)	1.350	%	499.8		499.7
2018 Senior Notes ^(c)	2.600	%	648.9		648.8
2018 Senior Notes ^(d)	6.000	%	811.0		811.4
2019 Senior Notes ^(a)	2.550	%	498.9		498.8
2020 Senior Notes ^(e)	7.875	%	1,011.3		1,012.0
2023 Senior Notes ^(a)	3.125	%	764.1		733.2
2023 Senior Notes ^(f)	4.200	%	498.2		498.1
2043 Senior Notes ^(f)	5.400	%	496.9		496.9
Other			0.1		0.1
Total long-term debt			$	7,918.2	$	7,586.5

____________


^(a)	Instrument is callable by the Company at any time at the greater of 100% of the principal amount or the sum of the present values of the remaining scheduled payments of principal and interest discounted at the U.S. Treasury rate plus 0.20% plus, in each case, accrued and unpaid interest.


^(b)	Instrument is callable by the Company at any time at the greater of 100% of the principal amount or the sum of the present values of the remaining scheduled payments of principal and interest discounted at the U.S. Treasury rate plus 0.125% plus, in each case, accrued and unpaid interest.


^(c)	Instrument is callable by the Company at any time at the greater of 100% of the principal amount or the sum of the present values of the remaining scheduled payments of principal and interest discounted at the U.S. Treasury rate plus 0.30% plus, in each case, accrued and unpaid interest.

^(d)

Instrument is callable by the Company at any time prior to November 15, 2014 at 100% of the principal amount plus the greater of 1% of the principal amount and the excess over the principal of the present value of 103.000% of the principal amount plus all scheduled interest payments from the call date through November 15, 2014 discounted at the U.S. Treasury Rate plus 0.50% plus accrued and unpaid interest. Instrument is callable by the Company at any time on or after November 15, 2014 at the redemption prices set forth in the Indenture dated November 24, 2010, plus accrued and unpaid interest.

^(e)

Instrument is callable by the Company at any time prior to July 15, 2015 at 100% of the principal amount plus the greater of 1% of the principal amount and the excess over the principal of the present value of 103.938% of the principal amount plus all scheduled interest payments from the call date through July 15, 2015 discounted at the U.S. Treasury Rate plus 0.50% plus accrued and unpaid interest. Instrument is callable by the Company at any time on or after July 15, 2015 at the redemption prices set forth in the Indenture dated May 19, 2010, plus accrued and unpaid interest.


^(f)	Instrument is callable by the Company at any time at the greater of 100% of the principal amount or the sum of the present values of the remaining scheduled payments of principal and interest discounted at the U.S. Treasury rate plus 0.25% plus, in each case, accrued and unpaid interest.

Exchange Offer

In June 2013, the Company issued $500 million aggregate principal amount of 1.800% Senior Notes due 2016 and $650 million aggregate principal amount of 2.600% Senior Notes due June 2018. These notes are the Company’s senior unsecured obligations and were issued to qualified institutional buyers in accordance with Rule 144A and to persons outside of the U.S. pursuant to Regulation S under the Securities Act of 1933, as amended (the “Securities Act”) in a private offering exempt from the registration requirements of the Securities Act.

In connection with the senior notes offering, the Company entered into a registration rights agreement with the initial purchasers of the senior notes. Pursuant to the registration rights agreement, the Company was obligated to use commercially reasonable efforts 1) to file a registration statement with respect to an offer to exchange senior notes (the “exchange offer”) for new notes with the same aggregate principal amount and terms substantially identical in all material respects and 2) to cause the exchange offer registration statement to be declared effective by the SEC under the Securities Act. The Company filed a registration statement with the SEC, which was declared effective on January 31, 2014 and the exchange offer was completed on March 4, 2014.

Cash Convertible Notes

Below is the summary of the components of the Cash Convertible Notes:



(In millions)	June 30, 2014			December 31, 2013			Balance Sheet Classification
Outstanding principal	$	574.0		$	574.0		Long-term debt
Equity component carrying amount	1,650.3			1,303.3			Long-term debt
Unamortized discount	(35.5		)	(49.0		)	Long-term debt
Net debt carrying amount	$	2,188.8		$	1,828.3
Purchased call options	$	1,650.3		$	1,303.3		Other assets

As of June 30, 2014, because the closing price of Mylan’s common stock for at least 20 trading days in the period of 30 consecutive trading days ending on the last trading day in the June 30, 2014 period was more than 130% of the applicable conversion reference price of $13.32, the $574 million of Cash Convertible Notes were convertible. Although de minimis conversions have been requested, the Company’s experience is that convertible debentures are not normally converted by investors until close to their maturity date. Upon an investor’s election to convert, the Company is required to pay the full conversion value in cash. Should holders elect to convert, the Company intends to draw on its revolving credit facility to fund any principal payments. The amount payable per $1,000 notional bond would be calculated as the product of 1) the conversion reference rate (currently 75.0751) and 2) the average Daily Volume Weighted Average Price per share of common stock for a specified period following the conversion date. Any payment above the principal amount is matched by a convertible note hedge.

Receivables Facility

As of June 30, 2014 and December 31, 2013, the Company’s short-term borrowings under the Receivables Facility were $170 million and $374 million, respectively in the Condensed Consolidated Balance Sheets.

Fair Value

At June 30, 2014 and December 31, 2013, the fair value of the Senior Notes was approximately $5.92 billion and $5.85 billion, respectively. At June 30, 2014 and December 31, 2013, the fair value of the Cash Convertible Notes was approximately $2.22 billion and $1.88 billion, respectively. The fair values of the Senior Notes and Cash Convertible Notes were valued at quoted market prices from broker or dealer quotations and were classified as Level 2 in the fair value hierarchy.

Mandatory minimum repayments remaining on the outstanding borrowings under the Revolving Facility and notes at notional amounts at June 30, 2014 are as follows for each of the periods ending December 31:



(In millions)	Total
2014	$	—
2015	574
2016	1,000
2017	—
2018	1,450
Thereafter	3,250
Total	$	6,274