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LONG-TERM DEBT AND LINES OF CREDIT
6 Months Ended
Jun. 30, 2020
Debt Disclosure [Abstract]  
LONG-TERM DEBT AND LINES OF CREDIT LONG-TERM DEBT AND LINES OF CREDIT

As of June 30, 2020 and December 31, 2019, long-term debt consisted of the following:
 
June 30, 2020
 
December 31, 2019
 
 
 
 
 
(in thousands)
 
 
 
 
3.800% senior notes due April 1, 2021
$
756,597

 
$
760,996

3.750% senior notes due June 1, 2023
564,794

 
567,330

4.000% senior notes due June 1, 2023
569,226

 
572,522

2.650% senior notes due February 15, 2025
992,266

 
991,423

4.800% senior notes due April 1, 2026
814,974

 
820,623

4.450% senior notes due June 1, 2028
484,785

 
486,982

3.200% senior notes due August 15, 2029
1,235,634

 
1,234,843

2.900% senior notes due May 15, 2030
988,408

 

4.150% senior notes due August 15, 2049
739,610

 
739,431

Unsecured term loan facility
1,983,767

 
1,981,758

Unsecured revolving credit facility

 
903,000

Finance lease liabilities
47,140

 
32,996

Other borrowings
96,400

 
33,597

Total long-term debt
9,273,601

 
9,125,501

Less current portion
833,334

 
35,137

Long-term debt, excluding current portion
$
8,440,267

 
$
9,090,364



The carrying amounts of our senior notes and term loans in the table above are presented net of unamortized discount and unamortized debt issuance costs, as applicable. At June 30, 2020, unamortized discount on senior notes was $8.9 million, and unamortized debt issuance costs on senior notes and the unsecured term loan facility were $51.4 million. Unamortized debt issuance costs on our senior notes and unsecured term loans at December 31, 2019 were $46.6 million. The portion of unamortized debt issuance costs related to revolving credit facilities is included in other noncurrent assets. At June 30, 2020, unamortized debt issuance costs on the unsecured revolving credit facility were $15.3 million, and, at December 31, 2019, unamortized debt issuance costs on the unsecured revolving credit facility were $17.6 million. The amortization of debt discounts and debt issuance costs is recognized as an increase to interest expense over the terms of the respective debt instruments. Amortization of discounts and debt issuance costs for the three and six months ended June 30, 2020 was $3.0 million and $5.9 million, respectively. Amortization of discounts and debt issuance costs for the three and six months ended June 30, 2019 was $3.1 million and $6.1 million, respectively.

At June 30, 2020, maturities of long-term debt (excluding finance lease liabilities) were as follows by year (in thousands):
Year ending December 31,
 
 
 
Remainder of 2020
$
36,227

2021
801,771

2022
58,403

2023
1,300,000

2024
1,750,000

2025
1,000,000

2026 and thereafter
4,200,000

Total
$
9,146,401




Senior Unsecured Notes
 
We have $7.1 billion in aggregate principal amount of senior unsecured notes, as presented in the table above. Interest on the senior notes is payable semi-annually upon various dates. Each series of the senior notes is redeemable, at our option, in whole or in part, at any time and from time-to-time at the redemption prices set forth in the related indenture. The difference between the acquisition fair value and face value of senior notes assumed in the Merger is recognized over the terms of the respective notes as a reduction of interest expense. The amortization of this fair value adjustment was $9.0 million and $18.1 million, respectively, for the three and six months ended June 30, 2020.

On May 15, 2020, we issued $1.0 billion aggregate principal amount of 2.900% senior unsecured notes due May 2030 and received proceeds of $996.7 million, net of discounts. We incurred debt issuance costs of approximately $8.4 million, including underwriting fees, fees for professional services and registration fees, all of which were capitalized and reflected as a reduction of the related carrying amount of the notes in our consolidated balance sheet at June 30, 2020. Interest on the notes is payable semi-annually in arrears on May 15 and November 15 of each year, commencing November 15, 2020. The notes are unsecured and unsubordinated indebtedness and rank equally in right of payment with all of our other outstanding unsecured and unsubordinated indebtedness. We used the net proceeds from the offering to repay a portion of the outstanding indebtedness on our revolving credit facility and for general corporate purposes.

As of June 30, 2020, our senior notes had a total carrying amount of $7.1 billion and an estimated fair value of $7.7 billion. The estimated fair value of our senior notes was based on quoted market prices in an active market and is considered to be a Level 1 measurement of the valuation hierarchy. The fair value of other long-term debt approximated its carrying amount at June 30, 2020.

Senior Unsecured Credit Facilities

We have a term loan credit agreement ("Term Loan Credit Agreement") and a revolving credit agreement ("Unsecured Revolving Credit Agreement") in each case with Bank of America, N.A., as administrative agent, and a syndicate of financial institutions, as lenders and other agents. The Term Loan Credit Agreement provides for a senior unsecured $2 billion term loan facility, and the Unsecured Revolving Credit Agreement provides for a senior unsecured $3 billion revolving credit facility.

Borrowings under the term loan facility were made in U.S. dollars and borrowings under the revolving credit facility are available to be made in U.S. dollars, euros, sterling, Canadian dollars and, subject to certain conditions, certain other currencies at our option. Borrowings in U.S. dollars and certain other LIBOR quoted currencies will bear interest, at our option, at a rate equal to either (1) the rate (adjusted for any statutory reserve requirements for eurocurrency liabilities) for eurodollar deposits in the London interbank market, (2) a floating rate of interest set forth on the applicable LIBOR screen page designated by Bank of America, N.A. or (3) the highest of (a) the federal funds effective rate plus 0.5%, (b) the rate of interest as publicly announced by Bank of America as its "prime rate" or (c) LIBOR plus 1.0%, in each case, plus an applicable margin. 

As of June 30, 2020, the interest rate on the term loan facility was 1.55%. In addition, we are required to pay a quarterly commitment fee with respect to the unused portion of the revolving credit facility at an applicable rate per annum ranging from 0.125% to 0.300% depending on our credit rating. Beginning on December 31, 2022, and at the end of each quarter thereafter, the term loan facility must be repaid in quarterly installments in the amount of 2.50% of original principal through the maturity date with the remaining principal balance due upon maturity in September 2024. The revolving credit facility also matures in September 2024.

We may issue standby letters of credit of up to $250 million in the aggregate under the revolving credit facility. Outstanding letters of credit under the revolving credit facility reduce the amount of borrowings available to us. The amounts available to borrow under the revolving credit facility are also determined by our financial leverage covenant. As of June 30, 2020, the total available commitments under the revolving credit facility were $2.3 billion and there were no outstanding borrowings.

Compliance with Covenants

The senior unsecured term loan and revolving credit facility contain customary conditions to funding, affirmative covenants, negative covenants, financial covenants and events of default. As of June 30, 2020, financial covenants under the term loan facility required a leverage ratio of 3.50 to 1.00 and an interest coverage ratio of 3.00 to 1.00. We were in compliance with all applicable
covenants as of June 30, 2020.

Settlement Lines of Credit

In various markets where we do business, we have specialized lines of credit, which are restricted for use in funding settlement. The settlement lines of credit generally have variable interest rates, are subject to annual review and are denominated in local currency but may, in some cases, facilitate borrowings in multiple currencies. For certain of our lines of credit, the available credit is increased by the amount of cash we have on deposit in specific accounts with the lender. Accordingly, the amount of the outstanding lines of credit may exceed the stated credit limit. As of June 30, 2020 and December 31, 2019, a total of $62.1 million and $74.5 million, respectively, of cash on deposit was used to determine the available credit. 

As of June 30, 2020 and December 31, 2019, we had $439.5 million and $463.2 million, respectively, outstanding under these lines of credit with additional capacity to fund settlement of $1,124.6 million as of June 30, 2020. During the six months ended June 30, 2020, the maximum and average outstanding balances under these lines of credit were $508.5 million and $282.9 million, respectively. The weighted-average interest rate on these borrowings was 2.11% and 3.16% at June 30, 2020 and December 31, 2019, respectively.

Derivative Agreements

We have interest rate swap agreements with financial institutions to hedge changes in cash flows attributable to interest rate risk on a portion of our variable-rate debt instruments. Net amounts to be received or paid under the swap agreements are reflected as adjustments to interest expense. Since we have designated the interest rate swap agreements as portfolio cash flow hedges, unrealized gains or losses resulting from adjusting the swaps to fair value are recorded as components of other comprehensive income (loss). The fair values of our interest rate swaps were determined based on the present value of the estimated future net cash flows using implied rates in the applicable yield curve as of the valuation date. These derivative instruments were classified within Level 2 of the valuation hierarchy.

The table below presents information about our derivative financial instruments, designated as cash flow hedges, included in the consolidated balance sheets:
 
 
 
 
 
 
 
 
Fair Values
Derivative Financial Instruments
 
Balance Sheet Location
 
Weighted-Average Fixed Rate of Interest at June 30, 2020
 
Range of Maturity Dates at
June 30, 2020
 
June 30, 2020
 
December 31, 2019
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(in thousands)
 
 
 
 
 
 
 
 
 
 
 
Interest rate swaps (Notional of $250 million at December 31, 2019)
 
Prepaid expenses and other current assets
 
NA
 
NA
 
$

 
$
472

Interest rate swaps (Notional of $550 million at June 30, 2020)
 
Accounts payable and accrued liabilities
 
1.65%
 
July 31, 2020 - March 31, 2021
 
$
4,244

 
$

Interest rate swaps (Notional of $1.25 billion at June 30, 2020 and $1.55 billion at December 31, 2019)
 
Other noncurrent liabilities
 
2.73%
 
December 31, 2022
 
$
82,479

 
$
45,604



NA = not applicable.

The table below presents the effects of our interest rate swaps on the consolidated statements of income and comprehensive income for the three and six months ended June 30, 2020 and 2019:
 
Three Months Ended
 
Six Months Ended
 
June 30, 2020
 
June 30, 2019
 
June 30, 2020
 
June 30, 2019
 
 
 
 
 
 
 
 
 
(in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
Net unrealized losses recognized in other comprehensive income (loss)
$
(5,630
)
 
$
(42,222
)
 
$
(53,526
)
 
$
(56,731
)
Net unrealized losses (gains) reclassified out of other comprehensive income (loss) to interest expense
$
9,982

 
$
(893
)
 
$
14,653

 
$
(2,723
)

As of June 30, 2020, the amount of net unrealized losses in accumulated other comprehensive loss related to our interest rate swaps that is expected to be reclassified into interest expense during the next 12 months was $42.4 million.

Interest Expense

Interest expense was $81.1 million and $65.5 million for the three months ended June 30, 2020 and 2019, respectively, and $162.2 million and $123.9 million for the six months ended June 30, 2020 and 2019, respectively.