Quarterly report pursuant to Section 13 or 15(d)

DEBT AND FINANCING ARRANGEMENTS

v3.21.2
DEBT AND FINANCING ARRANGEMENTS
9 Months Ended
Sep. 30, 2021
Debt Disclosure [Abstract]  
DEBT AND FINANCING ARRANGEMENTS DEBT AND FINANCING ARRANGEMENTS
The carrying value of our outstanding debt obligations as of September 30, 2021 and December 31, 2020 consists of the following (in millions):
Principal
Amount
Carrying Value
Maturity 2021 2020
Commercial paper $ —  $ —  $ 15 
Fixed-rate senior notes:
3.125% senior notes
—  2021 —  1,507 
2.050% senior notes
—  2021 —  700 
2.450% senior notes
1,000  2022 1,016  1,028 
2.350% senior notes
600  2022 600  599 
2.500% senior notes
1,000  2023 998  997 
2.800% senior notes
500  2024 498  498 
2.200% senior notes
400  2024 399  398 
3.900% senior notes
1,000  2025 996  995 
2.400% senior notes
500  2026 498  498 
3.050% senior notes
1,000  2027 994  993 
3.400% senior notes
750  2029 746  746 
2.500% senior notes
400  2029 397  397 
4.450% senior notes
750  2030 743  743 
6.200% senior notes
1,500  2038 1,484  1,483 
5.200% senior notes
500  2040 494  493 
4.875% senior notes
500  2040 491  490 
3.625% senior notes
375  2042 368  368 
3.400% senior notes
500  2046 492  491 
3.750% senior notes
1,150  2047 1,137  1,137 
4.250% senior notes
750  2049 743  742 
3.400% senior notes
700  2049 688  688 
5.300% senior notes
1,250  2050 1,231  1,231 
Floating-rate senior notes:
Floating-rate senior notes —  2021 —  350 
Floating-rate senior notes 400  2022 400  399 
Floating-rate senior notes 500  2023 500  499 
Floating-rate senior notes 1,039  2049-2067 1,027  1,027 
Debentures:
7.620% debentures(1)
276  2030 280  281 
Pound Sterling Notes:
5.500% notes
89  2031 88  90 
5.125% notes
612  2050 581  586 
Euro Senior Notes:
0.375% senior notes
811  2023 808  857 
1.625% senior notes
811  2025 807  856 
1.000% senior notes
579  2028 576  611 
1.500% senior notes
579  2032 575  611 
Canadian senior notes:
2.125% senior notes
588  2024 586  583 
Finance lease obligations 542  2021-2062 542  342 
Facility notes and bonds 320  2029-2045 320  320 
Other debt 2021-2025
Total debt $ 22,274  22,106  24,654 
Less: current maturities (1,268) (2,623)
Long-term debt $ 20,838  $ 22,031 
(1) On April 1, 2020, the interest rate on these debentures decreased from 8.375% to 7.620% for the remaining 10 years until maturity.
Commercial Paper
We are authorized to borrow up to $10.0 billion under a U.S. commercial paper program and €5.0 billion (in a variety of currencies) under a European commercial paper program. As of September 30, 2021, we had no outstanding balances under our commercial paper programs.
Debt Classification
We have classified certain floating-rate senior notes that are redeemable at the option of the note holder as long-term liabilities on our consolidated balance sheets, due to our intent and ability to refinance the debt if the put option is exercised.
Debt Repayments
On January 15, 2021, our 3.125% senior notes with a principal balance of $1.5 billion matured and were repaid in full. On April 1, 2021, our 2.050% fixed-rate senior notes with a principal balance of $700 million and our floating rate senior notes with a principal balance of $350 million matured and were repaid in full.
Sources of Credit
We maintain two credit agreements with a consortium of banks. The first of these agreements provides revolving credit facilities of $2.0 billion, and expires on December 7, 2021. Amounts outstanding under this agreement bear interest at a periodic fixed rate equal to LIBOR for the applicable interest period and currency denomination, plus a margin of 0.875%. Alternatively, a fluctuating rate of interest equal to the highest of (1) the rate of interest last quoted by The Wall Street Journal as the prime rate in the United States; (2) the Federal Funds effective rate plus 0.50%; or (3) LIBOR for a one-month interest period plus 1.00%, may be used at our discretion.
The second agreement provides revolving credit facilities of $2.5 billion, and expires on December 11, 2023. Amounts outstanding under this facility bear interest at a periodic fixed rate equal to LIBOR for the applicable interest period and currency denomination, plus an applicable margin. Alternatively, a fluctuating rate of interest equal to the highest of (1) the rate of interest last quoted by The Wall Street Journal as the prime rate in the United States; (2) the Federal Funds effective rate plus 0.50%; and (3) LIBOR for a one month interest period plus 1.00%, plus an applicable margin, may be used at our discretion.
The applicable margin for advances bearing interest based on LIBOR is a percentage determined by quotations from Markit Group Ltd. for our one-year credit default swap spread subject to a minimum rate of 0.10% and a maximum rate of 0.75% per annum. The rate is interpolated for a period of time from the date of determination of such credit default swap spread in connection with a new interest period until the latest maturity date of the facility then in effect (but not less than a period of one year).
The applicable margin for advances bearing interest based on the prime rate is 1.00% below the applicable margin for LIBOR advances (but not lower than 0%). We are also able to request advances under these facilities based on competitive bids for the applicable interest rate.
There were no amounts outstanding under these facilities as of September 30, 2021. We expect to renew these credit agreements in the fourth quarter of 2021 on substantially the same terms, except for extending the expiration dates thereof, replacing LIBOR with an alternative reference rate and reducing availability thereunder to $1.0 billion and $2.0 billion, respectively.
Debt Covenants
Our existing debt instruments and credit facilities subject us to certain financial covenants. As of September 30, 2021, and for all prior periods presented, we have satisfied these financial covenants. These covenants limit the amount of secured indebtedness that we may incur, and limit the amount of attributable debt in sale-leaseback transactions, to 10% of net tangible assets. As of September 30, 2021, 10% of net tangible assets was equivalent to $4.5 billion and we had no covered sale-leaseback transactions or secured indebtedness outstanding. We do not expect these covenants to have a material impact on our financial condition or liquidity.
Fair Value of Debt
Based on the borrowing rates currently available to us for long-term debt with similar terms and maturities, the fair value of long-term debt, including current maturities, was approximately $25.4 and $28.3 billion as of September 30, 2021 and December 31, 2020, respectively. We utilized Level 2 inputs in the fair value hierarchy of valuation techniques to determine the fair value of all of our debt instruments.