LONG-TERM DEBT

A summary of the Company’s consolidated long-term debt as of March 31, 2014 and December 31, 2013, respectively, is outlined in the table below:



	Maturity Date	As of March 31, 2014			As of December 31, 2013
Revolving Credit Facility⁽¹⁾	April 2018	$	—		$	—
Series A-1 Tranche A Term Loan Facility⁽¹⁾	April 2016	241.5			259.0
Series A-2 Tranche A Term Loan Facility⁽¹⁾	April 2016	215.8			228.1
Series A-3 Tranche A Term Loan Facility⁽¹⁾	October 2018	2,136.3			1,935.7
Series D-2 Tranche B Term Loan Facility⁽¹⁾	February 2019	1,254.8			1,256.7
Series C-2 Tranche B Term Loan Facility⁽¹⁾	December 2019	965.3			966.8
Series E-1 Tranche B Term Loan Facility⁽¹⁾	August 2020	2,938.8			3,090.5
Senior Notes:
6.75%	October 2017	498.8			498.7
6.875%	December 2018	940.4			940.2
7.00%	October 2020	687.2			687.1
6.75%	August 2021	650.0			650.0
7.25%	July 2022	542.5			542.2
6.375%	October 2020	2,222.4			2,221.4
6.75%	August 2018	1,582.8			1,581.9
7.50%	July 2021	1,606.5			1,605.9
5.625%	December 2021	891.8			891.5
Other⁽²⁾	Various	12.0			12.0
		17,386.9			17,367.7
Less current portion		(238.9		)	(204.8		)
Total long-term debt		$	17,148.0		$	17,162.9

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(1)	Together, the “Senior Secured Credit Facilities” under the Company’s Third Amended and Restated Credit and Guaranty Agreement (the “Credit Agreement”).


(2)	Relates primarily to the debentures assumed from B&L.

The Company’s Senior Secured Credit Facilities and indentures related to its senior notes contain customary covenants, including, among other things, and subject to certain qualifications and exceptions, covenants that restrict the Company’s ability and the ability of its subsidiaries to: incur or guarantee additional indebtedness; create or permit liens on assets; pay dividends on capital stock or redeem, repurchase or retire capital stock or subordinated indebtedness; make certain investments and other restricted payments; engage in mergers, acquisitions, consolidations and amalgamations; transfer and sell certain assets; and engage in transactions with affiliates.

The Company’s Senior Secured Credit Facilities also contain specified financial covenants (consisting of a secured leverage ratio and an interest coverage ratio), various customary affirmative covenants and specified events of default. The Company’s indentures also contain certain customary affirmative covenants and specified events of default.

The total fair value of the Company’s long-term debt, including current portion, with carrying values of $17.4 billion and $17.4 billion at March 31, 2014 and December 31, 2013, was $18.4 billion and $18.4 billion, respectively. The fair value of the Company’s long-term debt is estimated using the quoted market prices for the Company’s debt issuances.

Senior Secured Credit Facilities

On February 6, 2014, the Company and certain of its subsidiaries as guarantors entered into a joinder agreement to reprice and refinance the Company’s previous Series E tranche B term loans (the “Series E Tranche B Term Loan Facility”) by the issuance of $2.95 billion in new term loans (the “Series E-1 Tranche B Term Loan Facility”). Term loans under the Series E Tranche B Term Loan Facility were either exchanged for, or repaid with the proceeds of, the Series E-1 Tranche B Term Loan Facility and proceeds of the additional Series A-3 tranche A term loans issuance (the “Series A-3 Tranche A Term Loan Facility”) described below. The applicable margins for borrowings under the Series E-1 Tranche B Term Loan Facility are 2.0% with respect to base rate borrowings and 3.0% with respect to LIBO rate borrowings, subject to a 1.75% base rate floor and a 0.75% LIBO rate floor. The Series E-1 Tranche B Term Loan Facility has terms consistent with the Series E Tranche B Term Loan Facility. Any prepayment of the Series E-1 Tranche B Term Loan Facility in connection with certain repricings or refinancings on or prior to August 6, 2014 will require a prepayment premium of 1.0% of such loans prepaid. In connection with this transaction, the Company recognized a loss on extinguishment of debt of $93.7 million in the three-month period ended March 31, 2014.

Concurrently, on February 6, 2014, the Company and certain of its subsidiaries as guarantors entered into a joinder agreement for the issuance of $225.6 million in incremental term loans under the Series A-3 Tranche A Term Loan Facility. Proceeds from this transaction were used to repay part of the term loans outstanding under the Series E Tranche B Term Loan Facility.

For the three-month period ended March 31, 2014, the effective rate of interest on the Company’s borrowings was as follows: (i) 2.41% per annum under the Revolving Credit Facility, (ii) 2.41% per annum under the Series A-1 Tranche A Term Loan Facility, the Series A-2 Tranche A Term Loan Facility, and the Series A-3 Tranche A Term Loan Facility, (iii) 3.75% per annum under both the Series D-2 Tranche B Term Loan Facility and the Series C-2 Tranche B Term Loan Facility, and (iv) 4.07% under the Series E-1 Tranche B Term Loan Facility. During the first quarter of 2014, the Company made a voluntary prepayment of the scheduled June 2014 amortization payments applicable to the Senior Secured Credit Facilities, resulting in an aggregate principal reduction of $70.3 million.

As of March 31, 2014, the Company was in compliance with all covenants related to the Company’s outstanding debt.