Long-Term Debt



(in millions)	September 26, 2014			December 31, 2013
North America
5.75% Senior Notes due 2022	$	600.0		$	600.0
Subordinated Convertible Notes due 2029	429.5			429.5
Debt discount on Subordinated Convertible Notes due 2029	(260.2		)	(261.5		)
Senior Floating Rate Notes due 2015	125.0			125.0
Revolving Credit Facility	245.1			225.0
Other	9.0			9.0
Europe and Mediterranean
Revolving Credit Facility	74.8			—
Other Credit Facilities	6.1			17.0
Other	7.6			10.3
Rest of World (“ROW”)
Credit facilities	286.9			232.6
Total debt	1,523.8			1,386.9
Less current maturities	407.4			250.3
Long-term debt	$	1,116.4		$	1,136.6

At September 26, 2014, maturities of long-term debt during the twelve month periods beginning September 26, 2014 through September 27, 2019 and thereafter are $407.4 million, $11.1 million, $2.7 million, $320.9 million and $0.9 million, respectively, and $780.8 million thereafter.

The fair value of the Company's long-term debt, as noted below, was estimated using quoted market prices where available. For long-term debt not actively traded, fair values were based on valuations from third-party banks and market quotations for similar types of borrowing arrangements.

5.75% Senior Notes due 2022

The Company's 5.75% Senior Notes are summarized in the table below:



	5.75% Senior Notes
(in millions)	September 26, 2014			December 31, 2013
Face Value	$	600.0		$	600.0
Fair Value (Level 2)	570.0			588.0
Interest Rate	5.75		%	5.75		%
Interest Payment	Semi-Annual: Apr 1 & Oct 1
Maturity Date	October 2022
Guarantee	Jointly and severally guaranteed by the Company's wholly owned U.S. subsidiaries



		5.75% Senior Notes
	Beginning Date	Percentage
Call Option⁽¹⁾	October 1, 2017	102.875%
	October 1, 2018	101.917%
	October 1, 2019	100.958%
	October 1, 2020 and thereafter	100.000%

(1)

The Company may, at its option, redeem the 5.75% Senior Notes on or after the stated beginning dates at percentages noted above (plus accrued and unpaid interest). Additionally, the Company, may on or prior to October 1, 2015 redeem in the aggregate up to 35% of the aggregate principal amount of 5.75% Senior Notes issued with the cash proceeds from one or more equity offerings, at a redemption price in cash equal to 105.75% of the principal plus accrued and unpaid interest so long as (i) at least 65% of the aggregate principal amount of the 5.75% Senior Notes issued remains outstanding immediately after giving effect to any such redemption; and (ii) notice of any such redemption is given within 60 days after the date of the closing of any such equity offering. In addition, at any time prior to October 1, 2017, the Company may redeem some or all of the 5.75% Senior Notes at a redemption price equal to 100% of the principal amount plus accrued and unpaid interest, plus a make whole premium.

The 5.75% Senior Notes' indenture contains covenants that limit the ability of the Company and certain of its subsidiaries to (i) incur additional indebtedness and guarantee indebtedness; (ii) pay dividends or make other distributions or repurchase or redeem their capital stock; (iii) purchase, redeem or retire debt; (iv) issue certain preferred stock or similar equity securities; (v) make loans and investments; (vi) sell assets; (vii) incur liens; (viii) enter into transactions with affiliates; (ix) enter into agreements restricting the Company's subsidiaries' ability to pay dividends; and (x) consolidate, merge or sell all or substantially all assets. However, these covenants are subject to exceptions and qualifications.

The 5.75% Senior Notes may also be repurchased at the option of the holders in connection with a change of control (as defined in the indenture governing the 5.75% Senior Notes) or in connection with certain asset sales.

Subordinated Convertible Notes due 2029

The Company’s convertible debt instruments outstanding as of September 26, 2014 and December 31, 2013 were as follows:



	Subordinated Convertible Notes
(in millions)	September 26, 2014			December 31, 2013
Face value	$	429.5		$	429.5
Debt discount	(260.2		)	(261.5		)
Book value	169.3			168.0
Fair value (Level 1)	313.1			462.8
Maturity date	Nov 2029
Stated annual interest rate	4.50% until Nov 2019 2.25% until Nov 2029
Interest payments	Semi-annually: May 15 & Nov 15

Senior Floating Rate Notes

The Company’s Senior Floating Rate Notes outstanding as of September 26, 2014 and December 31, 2013 were as follows:



	Senior Floating Rate Notes
(in millions)	September 26, 2014			December 31, 2013
Face value	$	125.0		$	125.0
Fair value (Level 1)	125.0			124.1
Interest rate	2.6		%	2.6		%
Interest payment	3-month LIBOR rate plus 2.375% Quarterly: Jan 1, Apr 1, Jul 1 & Oct 1
Maturity date	Apr 2015



Guarantee	Jointly and severally guaranteed by the Company’s wholly-owned U.S. subsidiaries

The Company may, at its option, redeem the Senior Floating Rate Notes, in whole or in part, at a redemption price equal to 100% of the principal amount redeemed, plus accrued interest and unpaid interest. The Senior Floating Rate Notes may also be repurchased at the option of the holders in connection with a change of control (as determined in the indenture governing the Senior Floating Rate Notes) or in connection with certain asset sales.

Asset-Based Revolving Credit Facility (“Revolving Credit Facility”)

On July 21, 2011, the Company entered into a $400 million Revolving Credit Facility, which was first amended in 2012 to increase the facility size to $700 million and then subsequently amended and restated on September 6, 2013 and further amended on October 22, 2013, May 20, 2014, September 23, 2014 and October 28, 2014, to, among other things, increase the Revolving Credit Facility to $1.0 billion, $630 million of which may be borrowed by the U.S. borrower, $300 million of which may be borrowed by the European borrowers and $70 million of which may be borrowed by the Canadian borrower. The Revolving Credit Facility contains restrictions including limitations on, among other things, distributions and dividends, acquisitions and investments, indebtedness, liens and affiliate transactions. The Revolving Credit Facility provides the Company with flexibility and the restrictions in the Revolving Credit Facility generally only apply in the event that the Company's availability under the Revolving Credit Facility falls below certain specific thresholds.

The Revolving Credit Facility has a maturity date of September 6, 2018. The maturity date of the Revolving Credit Facility will automatically become due December 31, 2014, if the Company's Senior Floating Rate Notes are not refinanced with indebtedness that matures or is mandatorily redeemable or is redeemable at the option of the holders thereof not earlier than the date that is 6 months after September 6, 2018 unless, if such notes are not refinanced, there is at least $100 million of availability under the Revolving Credit Facility and the fixed charge coverage ratio (as defined in the Revolving Credit Facility) is not less than 1.15 to 1.00, in each case after giving pro forma effect to the repayment of such notes. The commitment amount under the Revolving Credit Facility may be increased by an additional $250 million, subject to certain conditions and approvals as set forth in the Revolving Credit Facility. The Company capitalized $4.9 million in 2013, $2.3 million in 2012 and $4.8 million in 2011 in deferred financing costs in connection with the Revolving Credit Facility. The Revolving Credit Facility requires maintenance of a minimum fixed charge coverage ratio of 1.00 to 1.00 if availability under the Revolving Credit Facility is less than the greater of $100 million or 10% of the then existing aggregate lender commitment under the Revolving Credit Facility. The fair value of the Revolving Credit Facility approximates the carrying value.

The Company’s Revolving Credit Facility is summarized in the table below:



	Revolving Credit Facility
(in millions)	September 26, 2014			December 31, 2013
Outstanding borrowings	$	319.9		$	225.0
Total credit under facility	1,000.0			1,000.0
Undrawn availability⁽¹⁾	412.1			298.4
Interest rate	2.2		%	2.0		%
Outstanding letters of credit	$	29.6		$	112.7
Original issuance	July 2011
Maturity date	Sept 2018

(1) Total undrawn availability for the U.S. borrower, the Canadian borrower and the European borrowers at September 26, 2014 is $263.9 million, $69.6 million and $78.6 million, respectively. Total undrawn availability for the U.S. borrower, the Canadian borrower and the European borrowers at December 31, 2013 was $102.1 million, $53.1 million and $143.2 million, respectively.

Europe and Mediterranean Credit Facilities

The Company’s Europe and Mediterranean credit facilities are summarized in the table below:



	Europe and Mediterranean Credit Facilities
(in millions)	September 26, 2014			December 31, 2013
Outstanding borrowings	$	6.1		$	17.0
Undrawn availability	36.6			48.8
Interest rate – weighted average	7.0		%	6.7		%
Maturity date	Various; all due within 1 year

ROW Credit Facilities

The Company’s ROW credit facilities are summarized in the table below:



	ROW Credit Facilities
(in millions)	September 26, 2014			December 31, 2013
Outstanding borrowings	$	286.9		$	232.6
Undrawn availability	238.1			302.2
Interest rate – weighted average	6.0		%	4.6		%
Maturity date	Various; $275.1 million due within 1 year

The Company’s ROW credit facilities are short term loans utilized for working capital purposes. The fair value of the ROW credit facilities approximates the carrying value due to the short term nature of the facilities.