Schedule of Debt Instruments |
Debt obligations included in the condensed consolidated balance sheets consisted of the following (in millions): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Coupon Interest Rate | | Effective Interest Rate | | | | | | | | | | | | | | | June 30, 2022 | | March 31, 2022 | | | | | | | | | Revolving Credit Facility | | | | | | | | | | $ | 1,200.1 | | | $ | 1,399.1 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 4.333% 2023 Notes | 4.333% | | 4.7% | | | | | | | 1,000.0 | | | 1,000.0 | | 2.670% 2023 Notes | 2.670% | | 2.8% | | | | | | | 1,000.0 | | | 1,000.0 | | 0.972% 2024 Notes | 0.972% | | 1.1% | | | | | | | 1,400.0 | | | 1,400.0 | | 0.983% 2024 Notes | 0.983% | | 1.1% | | | | | | | 1,000.0 | | | 1,000.0 | | 4.250% 2025 Notes | 4.250% | | 4.6% | | | | | | | 1,200.0 | | | 1,200.0 | | Total Senior Indebtedness | | | | | | | | | | 6,800.1 | | | 6,999.1 | | Senior Subordinated Convertible Debt - Principal Outstanding | | | | | | | | 2015 Senior Convertible Debt | 1.625% | | 1.8% | | | | | | | 34.4 | | | 34.4 | | 2017 Senior Convertible Debt | 1.625% | | 1.8% | | | | | | | 97.1 | | | 128.1 | | 2020 Senior Convertible Debt | 0.125% | | 0.5% | | | | | | | 665.5 | | | 665.5 | | Junior Subordinated Convertible Debt - Principal Outstanding | | | | | | | | 2017 Junior Convertible Debt | 2.250% | | 2.3% | | | | | | | 6.5 | | | 10.1 | | | | | | | | | | | | | | | Total Convertible Debt | | | | | | | | | | 803.5 | | | 838.1 | | | | | | | | | | | | | | | Gross long-term debt including current maturities | | | | | | | | | | 7,603.6 | | | 7,837.2 | | Less: Debt discount(1) | | | | | | | | | | (15.9) | | | (124.6) | | Less: Debt issuance costs(2) | | | | | | | | | | (23.8) | | | (25.2) | | Net long-term debt including current maturities | | | | | | | | | | 7,563.9 | | | 7,687.4 | | Less: Current maturities(3) | | | | | | | | | | — | | | — | | Net long-term debt | | | | | | | | | | $ | 7,563.9 | | | $ | 7,687.4 | |
(1) The unamortized discount consists of the following (in millions): | | | | | | | | | | | | | | | | | June 30, | | March 31, | | | | 2022 | | 2022 | | | | | | | | | | | | | | | | | | | | | 4.333% 2023 Notes | $ | (1.1) | | | $ | (1.3) | | | | | | 2.670% 2023 Notes | (1.1) | | | (1.3) | | | | | | 0.972% 2024 Notes | (2.2) | | | (2.5) | | | | | | 0.983% 2024 Notes | (2.0) | | | (2.2) | | | | | | 4.250% 2025 Notes | (9.5) | | | (10.2) | | | | | | 2015 Senior Convertible Debt | — | | | (3.7) | | | | | | 2017 Senior Convertible Debt | — | | | (23.4) | | | | | | 2020 Senior Convertible Debt | — | | | (75.3) | | | | | | 2017 Junior Convertible Debt | — | | | (4.7) | | | | | | Total unamortized discount | $ | (15.9) | | | $ | (124.6) | | | | | |
As of June 30, 2022, the unamortized debt discount of the Convertible Debt was eliminated upon the Company's adoption of ASU 2020-06 on April 1, 2022 (See Note 2 for further information).
(2) Debt issuance costs consist of the following (in millions): | | | | | | | | | | | | | | | | | | | June 30, | | March 31, | | | | | | 2022 | | 2022 | Revolving Credit Facility | | | | | $ | (10.1) | | | $ | (10.6) | | | | | | | | | | | | | | | | | | | | | | | | | | 4.333% 2023 Notes | | | | | (2.2) | | | (2.9) | | 2.670% 2023 Notes | | | | | (0.6) | | | (0.8) | | 0.972% 2024 Notes | | | | | (1.1) | | | (1.3) | | 0.983% 2024 Notes | | | | | (1.2) | | | (1.4) | | 4.250% 2025 Notes | | | | | (1.2) | | | (1.3) | | 2015 Senior Convertible Debt | | | | | (0.2) | | | (0.1) | | 2017 Senior Convertible Debt | | | | | (0.6) | | | (0.6) | | 2020 Senior Convertible Debt | | | | | (6.5) | | | (6.2) | | 2017 Junior Convertible Debt | | | | | (0.1) | | | — | | Total debt issuance costs | | | | | $ | (23.8) | | | $ | (25.2) | |
(3) As of June 30, 2022, the 4.333% 2023 Notes are excluded from current maturities as the Company has the intent and ability to utilize proceeds from its Revolving Credit Facility to refinance on a long-term basis. As of June 30, 2022 and March 31, 2022, the 2015 Senior Convertible Debt, the 2017 Senior Convertible Debt and the 2017 Junior Convertible Debt are excluded from current maturities as the Company has the intent and ability to utilize proceeds from its Revolving Credit Facility to settle the principal portion of its Convertible Debt upon conversion.
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Schedule of Maturities of Long-term Debt |
Expected maturities relating to the Company’s debt obligations as of June 30, 2022 are as follows (in millions): | | | | | | | | | Fiscal year ending March 31, | | Amount | 2023 | | $ | — | | 2024 | | 3,400.0 | | 2025 | | 1,700.0 | | 2026 | | 1,200.0 | | 2027 | | 1,297.1 | | Thereafter | | 6.5 | | Total | | $ | 7,603.6 | |
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Convertible Debt |
The following table sets forth the applicable conversion rates adjusted for dividends declared since issuance of such series of Convertible Debt and the applicable incremental share factors and maximum conversion rates as adjusted for dividends paid since the applicable issuance date: | | | | | | | | | | | | | | | | | | | | | | | | | Dividend adjusted rates as of June 30, 2022 | | Conversion Rate | | Approximate Conversion Price | | Incremental Share Factor | | Maximum Conversion Rate | 2015 Senior Convertible Debt(1) | 33.5868 | | | $ | 29.77 | | | 16.7951 | | | 47.0205 | | 2017 Senior Convertible Debt(1) | 21.5371 | | | $ | 46.43 | | | 10.7692 | | | 30.6906 | | 2020 Senior Convertible Debt(1) | 10.7441 | | | $ | 93.07 | | | — | | | 15.0417 | | 2017 Junior Convertible Debt(1) | 21.9220 | | | $ | 45.62 | | | 10.9621 | | | 30.6906 | | | | | | | | | |
(1) As of June 30, 2022, the 2020 Senior Convertible Debt was not convertible. As of June 30, 2022, the holders of each of the 2015 Senior Convertible Debt, 2017 Senior Convertible Debt, and 2017 Junior Convertible Debt have the right to convert their notes between July 1, 2022 and September 30, 2022 because the Company's common stock price has exceeded the applicable conversion price for such series by 130% for the specified period of time during the quarter ended June 30, 2022. As of June 30, 2022, the adjusted conversion rate for the 2015 Senior Convertible Debt, 2017 Senior Convertible Debt, and 2017 Junior Convertible Debt would be increased to 41.7722 shares of common stock, 23.6970 shares of common stock, and 24.2744 shares of common stock, respectively, per $1,000 principal amount of notes based on the closing price of $58.08 per share of common stock to include an additional maximum incremental share rate per the terms of the applicable indenture. As of June 30, 2022, each of the 2015 Senior Convertible Debt, 2017 Senior Convertible Debt, and 2017 Junior Convertible Debt had a conversion value in excess of par of $49.1 million, $36.5 million, and $2.7 million, respectively.
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