Filed Pursuant to Rule 424(b)(3)
File No. 333-136584
File No. 333-136584
Prospectus Supplement No. 2
(To Prospectus dated August 11, 2006)
(To Prospectus dated August 11, 2006)
$180,000,000
3.125% Convertible Senior Debentures due 2026
and
Common Stock Issuable Upon Conversion of the Debentures
and
Common Stock Issuable Upon Conversion of the Debentures
This prospectus supplement No. 2 supplements and amends the prospectus dated August 11,
2006 relating to $180,000,000 aggregate principal amount of our 3.125% Convertible Senior
Debentures due 2026 and shares of our common stock issuable upon conversion of the debentures held
by the selling securityholders.
The table beginning on page 45 of the prospectus sets forth information with respect to the
selling securityholders and the respective amounts of debentures beneficially owned by each selling
securityholder that may be offered pursuant to the prospectus. Based on the information provided
by or on behalf of the named selling securityholders, the table is hereby supplemented and amended
as follows:
| Common | ||||||||||||||||
| Stock | ||||||||||||||||
| Principal Amount of | Owned | Common | ||||||||||||||
| Debentures Beneficially | Percentage of | Prior to | Stock | |||||||||||||
| Owned and Offered | Debentures | the | Offered | |||||||||||||
| Selling Securityholder | Hereby | Outstanding | Offering | Hereby | ||||||||||||
LDG Limited (4) |
$ | 465,000 | * | — | 28,012 | |||||||||||
HFR CA (9) |
$ | 400,000 | * | — | 24,096 | |||||||||||
Kamunting Street Master Fund, Ltd. (10) |
$ | 7,000,000 | 3.89 | % | — | 421,687 | ||||||||||
Bay Harbour Management (22) |
$ | 4,000,000 | 2.22 | % | — | 240,964 | ||||||||||
Fidelity Financial Trust: Fidelity Convertible Securities Fund (23) |
$ | 12,000,000 | 6.67 | % | 12,820,512 | 722,892 | ||||||||||
Fidelity Financial Trust: Fidelity Strategic Dividend & Income Fund |
$ | 3,000,000 | 1.67 | % | — | 180,723 | ||||||||||
| (22) | BHM Holdings, as general partner, and its principals, Steven Van Dyke, Doug Teitelbaum and Jay Stout, may be deemed to have shared voting or dispositive power over the securities. | |
| (23) | Fidelity Financial Trust: Fidelity Convertible Securities Fund (the “Fund”) is advised by Fidelity Management & Research Company (“FMR Co.”), a wholly-owned subsidiary of FMR Corp. and a registered investment adviser under the Investment Advisers Act of 1940, as amended. FMR Co. is the beneficial owner of 12,820,512 shares of our common stock as a result of acting as investment adviser to various investment companies registered under Section 8 of the Investment Company Act of 1940. Edward C. Johnson 3d, FMR Corp., through its control of FMR Corp., and the Fund each has sole power to dispose of the securities owned by the Fund. Neither Edward C. Johnson 3d, nor FMR Corp., has sole power to vote or direct the voting of the shares owned by the Fund, which power resides with the Fund’s Board of Trustees. |
The prospectus dated August 11, 2006, as amended and supplemented by the prospectus supplement
No. 1 dated August 29, 2006 and this prospectus supplement No.2 dated October 31, 2006, constitutes
the prospectus required to be delivered by Section 5(b) of the Securities Act of 1933, as amended,
with respect to offers and sales of the debentures and the common stock issuable upon conversion of
the debentures.
You should carefully review “Risk Factors” beginning on page 4 of the prospectus and the risk
factors referenced in our periodic reports incorporated by reference in the prospectus, which
discuss various factors you should consider before buying these debentures and the common stock
issuable upon conversion of the debentures.
The date of this prospectus supplement is October 31, 2006.