XML 33 R13.htm IDEA: XBRL DOCUMENT v3.5.0.2
Long-Term Debt
9 Months Ended
Sep. 30, 2016
Debt Disclosure [Abstract]  
Long-Term Debt
LONG-TERM DEBT
We provide detail on our long-term debt balances, net of discounts, premiums, and debt issuance costs, in the following table as of the end of the 2016 third quarter and year-end 2015:
 
At Period End
($ in millions)
September 30,
2016
 
December 31,
2015
Senior Notes:
 
 
 
Series H Notes, interest rate of 6.2%, face amount of $289, matured June 15, 2016
(effective interest rate of 6.3%)
$

 
$
289

Series I Notes, interest rate of 6.4%, face amount of $293, maturing June 15, 2017
(effective interest rate of 6.5%)
293

 
293

Series K Notes, interest rate of 3.0%, face amount of $600, maturing March 1, 2019
(effective interest rate of 4.4%)
596

 
595

Series L Notes, interest rate of 3.3%, face amount of $350, maturing September 15, 2022
(effective interest rate of 3.4%)
348

 
348

Series M Notes, interest rate of 3.4%, face amount of $350, maturing October 15, 2020
(effective interest rate of 3.6%)
347

 
347

Series N Notes, interest rate of 3.1%, face amount of $400, maturing October 15, 2021
(effective interest rate of 3.4%)
396

 
395

Series O Notes, interest rate of 2.9%, face amount of $450, maturing March 1, 2021
(effective interest rate of 3.1%)
446

 
446

Series P Notes, interest rate of 3.8%, face amount of $350, maturing October 1, 2025
(effective interest rate of 4.0%)
344

 
343

Series Q Notes, interest rate of 2.3%, face amount of $750, maturing January 15, 2022
(effective interest rate of 2.5%)
742

 

Series R Notes, interest rate of 3.1%, face amount of $750, maturing June 15, 2026
(effective interest rate of 3.3%)
742

 

Commercial paper
1,599

 
938

Credit Facility
989

 

Other
105

 
113

Starwood debt:
 
 
 
2018 Senior Notes, interest rate of 6.8%, face amount $371, maturing May 15, 2018
(effective interest rate of 1.6%)
403

 

2019 Senior Notes, interest rate of 7.2%, face amount $210, maturing December 1, 2019
(effective interest rate of 2.2%)
245

 

2023 Senior Notes, interest rate of 3.1%, face amount $350, maturing February 15, 2023
(effective interest rate of 3.1%)
350

 

2025 Senior Notes, interest rate of 3.8%, face amount $350, maturing March 15, 2025
(effective interest rate of 2.8%)
375

 

2034 Senior Notes, interest rate of 4.5%, face amount $300, maturing October 1, 2034
(effective interest rate of 4.1%)
317

 

Capital lease obligations
167

 

Mortgages and other, interest rates ranging from non-interest bearing to 3.7%, various maturities
18

 

 
8,822

 
4,107

Less: Current portion of long-term debt
(316
)
 
(300
)
 
$
8,506

 
$
3,807


All of our long-term debt is recourse to us but unsecured. We paid cash for interest, net of amounts capitalized, of $99 million in the 2016 first three quarters and $71 million in the 2015 first three quarters.
Our long-term debt balance increased from year-end 2015 primarily due to the consolidation of Starwood’s long-term debt obligations in the 2016 third quarter and the issuance of debt to finance the cash portion of the Starwood Combination.
On the Merger Date, in accordance with the terms of the indentures governing the 2019 and 2023 Senior Notes, we initiated an offer to repurchase any or all Starwood 2019 and 2023 Senior Notes at a price of 101 percent of the aggregate principal amount, plus any accrued and unpaid interest. Upon expiration of the offer early in the 2016 fourth quarter, we extinguished less than $1 million aggregate principal amount of 2019 Senior Notes and $24 million aggregate principal amount of 2023 Senior Notes, resulting in total cash outflows of $24 million.
In the 2016 second quarter, we issued $1,500 million aggregate principal amount of 2.300 percent Series Q Notes due 2022 (the “Series Q Notes”) and 3.125 percent Series R Notes due 2026 (the “Series R Notes” and together with the Series Q Notes, the “Notes”). We received net proceeds of approximately $1,485 million from the offering of the Notes, after deducting the underwriting discount and estimated expenses. We used these proceeds, together with borrowings under our Credit Facility, as defined below, primarily to finance the cash component of the consideration paid to Starwood shareholders and certain fees and expenses we incurred in connection with the Starwood Combination.
We issued the Notes under an indenture dated as of November 16, 1998 with The Bank of New York Mellon, as successor to JPMorgan Chase Bank, N.A. (formerly known as The Chase Manhattan Bank), as trustee. We may redeem some or all of each series of the Notes prior to maturity under the terms provided in the applicable form of
Note.
In the 2016 second quarter, we amended and restated our multicurrency revolving credit agreement (the “Credit Facility”) to extend the maturity date of the Credit Facility and increase the aggregate amount of available borrowings to up to $4,000 million, up to $2,500 million of which was initially available, with the full $4,000 million becoming available to us with the closing of the Starwood Combination. The availability of the Credit Facility supports our commercial paper program and general corporate needs, including working capital, capital expenditures, share repurchases, letters of credit, and acquisitions. In addition, we used borrowings under the Credit Facility, a portion of which we later repaid with commercial paper supported by the Credit Facility, to finance part of the cash component of the consideration we paid to Starwood shareholders and certain fees and expenses we incurred in connection with the Starwood Combination. Borrowings under the Credit Facility generally bear interest at LIBOR (the London Interbank Offered Rate) plus a spread, based on our public debt rating. We also pay quarterly fees on the Credit Facility at a rate based on our public debt rating. While any outstanding commercial paper borrowings and/or borrowings under our Credit Facility generally have short-term maturities, we classify the outstanding borrowings as long-term based on our ability and intent to refinance the outstanding borrowings on a long-term basis. The Credit Facility expires on June 10, 2021. See the “Cash Requirements and Our Credit Facilities” caption later in this report in the “Liquidity and Capital Resources” section for information on our available borrowing capacity at September 30, 2016.
The following table presents future principal payments, net of discounts, premiums, and debt issuance costs, that are due for our debt as of the end of the 2016 third quarter:
Debt Principal Payments ($ in millions)
 
Amount
2016, remaining
 
$
17

2017
 
305

2018
 
416

2019
 
856

2020
 
363

Thereafter
 
6,865

Balance at September 30, 2016
 
$
8,822