76 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% S enior 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 of ferings, 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 ef fect 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 of fering. 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 the Company's 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 af filiates; (ix) enter into agreements restricting the Company's subsidiaries' ability to pay dividends; and (x) consolidate, mer ge 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. The Company used a portion of the proceeds of the 5.75% Senior Notes to redeem all of its outstanding $ 200.0 million of 7.125% Senior Fixed Rate Notes that were to mature in April 2017 . The Company intends to use the balance of the proceeds to (i) for purchase or redeem its 0.875% Convertible Notes through a possible tender of fer , purchases or payment at maturity , and (ii) for general corporate purposes, which may include repayment of borrowings under its Revolving Credit Facility . The Company capitalized $ 1 1.8 million in deferred financing costs in connection with the 5.75% Senior Notes. Convertible Debt Instruments On December 15, 2009 , the Company completed an of fer to exchange $ 925 principal amount of the Subordinated Convertible Notes due in 2029 for each $ 1,000 principal amount of the 1.00 % Senior Convertible Notes due in 2012 which resulted in the issuance of $ 429.5  million aggregate principal amount of Subordinated Convertible Notes due in 2029 in exchange for approximately 97.8% or $ 464.4 million aggregate principal amount of the 1.00% Senior Convertible Notes due in 2012 . An aggregate principal amount of $ 10.6  million of the 1.00 % Senior Convertible Notes due in 2012 remained outstanding as of December 15, 2009 . The exchange was treated as an extinguishment of the 1.00 % Senior Convertible Notes due in 2012 and issuance of subordinated debt due in 2029 for the notes that were tendered. The Company recorded a non-cash loss on debt extinguishment of $ 7.6  million or approximately $ 0.10 earnings per share which included the write-of f of $ 4.9  million of unamortized debt issuance costs related to the 1.00 % Senior Convertible Notes that matured in 2012 . The Company’ s convertible debt instruments outstanding as of December 31, 2012 and 201 1 were as follows:   Subordinated Notes Due in 2029 1.00% Senior Convertible Notes 0.875% Convertible Notes (in millions) Dec 31, 2012 Dec 31, 2011 Dec 31, 2012 Dec 31, 2011 Dec 31, 2012 Dec 31, 2011 Face value $ 429.5 $ 429.5 $ — $ 10.6 $ 355.0 $ 355.0 Debt discount (263.0 ) (264.4 ) — (0.5 ) (20.4 ) (40.6 ) Book value 166.5 165.1 — 10.1 334.6 314.4 Fair value (Level 1) 464.1 412.3 — 9.8 349.7 329.7 Maturity date Nov 2029 Oct 2012 Nov 2013 Stated annual interest rate 4.50% until Nov 2019 2.25% until Nov 2029 1.00% until Oct 2012 0.875% until Nov 2013 Interest payments Semi-annually: May 15 & Nov 15 Semi-annually: Apr 15 & Oct 15 Semi-annually: May 15 & Nov 15 The 0.875% Convertible Notes are unconditionally guaranteed, jointly and severally , on a senior unsecured basis, by the Company’ s wholly-owned U.S. subsidiaries. T able of Contents