Convertible Senior Notes | Convertible Senior Notes Convertible Senior Notes On June 30, 2014 , we issued $575.0 million aggregate principal amount of 0.0% Convertible Senior Notes due 2019 (the “Notes”). The Notes mature on July 1, 2019 , unless converted or repurchased in accordance with their terms prior to such date. The Notes do not contain any financial covenants and we cannot redeem the Notes prior to maturity. The Notes are convertible for up to 5.2 million shares of our common stock at an initial conversion price of approximately $110.28 per share of common stock, subject to adjustment. Holders of the Notes may surrender their Notes for conversion at their option at any time prior to the close of business on the business day immediately preceding January 1, 2019 , only under the following circumstances: • if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price for the Notes on each applicable trading day (the “sale price condition”); • during the five business day period after any five consecutive trading day period, in which the trading price per $1,000 principal amount of Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of our common stock and the conversion rate for the Notes on each such trading day (the “trading price condition”); or • upon the occurrence of specified corporate events. On or after January 1, 2019, holders may convert all or any portion of their Notes at any time prior to the close of business on the second scheduled trading day immediately preceding the maturity date regardless of the foregoing conditions. Upon conversion, holders will receive cash equal to the aggregate principal amount of the Notes to be converted, and, at our election, cash and/or shares of our common stock for any amounts in excess of the aggregate principal amount of the Notes being converted. The sale price condition was initially met during the fiscal quarter ended April 30, 2015. The sale price condition continued to be met through the fiscal quarter ended January 31, 2016 , and as a result, holders may convert their Notes at any time during the fiscal quarter ending April 30, 2016 . Accordingly, the net carrying amount of the Notes was classified in current liabilities and a portion of the equity component representing the conversion option was classified as temporary equity in our condensed consolidated balance sheets as of January 31, 2016 . The portion of the equity component classified as temporary equity is measured as the difference between the principal and net carrying amount of the Notes. The following table sets forth the components of the Notes as of January 31, 2016 and July 31, 2015 (in millions): January 31, 2016 July 31, 2015 Liability: Principal $ 575.0 $ 575.0 Less: debt discount, net of amortization 77.5 87.9 Net carrying amount $ 497.5 $ 487.1 Equity (including temporary equity) $ (109.8 ) $ (109.8 ) The total estimated fair value of the Notes was $840.2 million and $994.8 million at January 31, 2016 and July 31, 2015 , respectively. The fair value was determined based on the closing trading price per $100 of the Notes as of the last day of trading for the period. We consider the fair value of the Notes at January 31, 2016 and July 31, 2015 to be a Level 2 measurement. The fair value of the Notes is primarily affected by the trading price of our common stock and market interest rates. As of January 31, 2016 , the if-converted value of the Notes exceeded its principal amount by $278.7 million . The following table sets forth interest expense recognized related to the Notes (dollars in millions): Three Months Ended January 31, Six Months Ended January 31, 2016 2015 2016 2015 Amortization of debt discount $ 5.2 $ 5.0 $ 10.4 $ 10.0 Amortization of debt issuance costs 0.6 0.5 1.1 1.0 Total interest expense recognized $ 5.8 $ 5.5 $ 11.5 $ 11.0 Effective interest rate of the liability component 4.8 % 4.8 % 4.8 % 4.8 % Note Hedges To minimize the impact of potential economic dilution upon conversion of the Notes, we entered into convertible note hedge transactions (the “Note Hedges”) with respect to our common stock concurrent with the issuance of the Notes. The Note Hedges cover up to 5.2 million shares of our common stock and are exercisable upon conversion of the Notes. The Note Hedges will expire upon maturity of the Notes. The Note Hedges are separate transactions and are not part of the terms of the Notes. Holders of the Notes will not have any rights with respect to the Note Hedges. The shares receivable related to the Note Hedges are excluded from the calculation of diluted earnings per share as they are antidilutive. Warrants Separately, but concurrently with our issuance of the Notes, we entered into transactions whereby we sold warrants (the “Warrants”) to acquire up to 5.2 million shares of our common stock at a strike price of approximately $137.85 per share, subject to adjustments. The shares issuable under the Warrants will be included in the calculation of diluted earnings per share when the average market value per share of our common stock for the reporting period exceeds the strike price of the Warrants. The Warrants are separate transactions and are not part of the Notes or Notes Hedges, and are not remeasured through earnings each reporting period. Holders of the Notes and Note Hedges will not have any rights with respect to the Warrants. For more information on the Notes, the Note Hedges, and the Warrants, refer to Note 7. Convertible Senior Notes of Notes to Consolidated Financial Statements included in Part II, Item 8 of our Annual Report on Form 10-K for the fiscal year ended July 31, 2015 . |