Debt

12 Months Ended

Dec. 31, 2021

Debt [Abstract]

Debt

Note 9—Debt

Long-term debt at December 31 was:

Millions of Dollars

2021

2020

9.125

% Debentures due 2021

$

-

123

2.4

% Notes due 2022

329

329

7.65

% Debentures due 2023

78

78

3.35

% Notes due 2024

426

426

8.2

% Debentures due 2025

134

134

3.35

% Notes due 2025

199

199

6.875

% Debentures due 2026

67

67

4.95

% Notes due 2026

1,250

1,250

7.8

% Debentures due 2027

203

203

3.75

% Notes due 2027

981

-

3.75

% Notes due 2027

19

-

4.3

% Notes due 2028

973

-

4.3

% Notes due 2028

27

-

7.375

% Debentures due 2029

92

92

7

% Debentures due 2029

200

200

6.95

% Notes due 2029

1,549

1,549

8.125

% Notes due 2030

390

390

2.4

% Notes due 2031

489

-

2.4

% Notes due 2031

11

-

7.2

% Notes due 2031

575

575

7.25

% Notes due 2031

500

500

7.4

% Notes due 2031

500

500

5.9

% Notes due 2032

505

505

4.15

% Notes due 2034

246

246

5.95

% Notes due 2036

500

500

5.951

% Notes due 2037

645

645

5.9

% Notes due 2038

600

600

6.5

% Notes due 2039

2,750

2,750

4.3

% Notes due 2044

750

750

5.95

% Notes due 2046

500

500

7.9

% Debentures due 2047

60

60

4.875

% Notes due 2047

800

-

4.85

% Notes due 2048

590

-

4.85

% Notes due 2048

10

-

Floating rate notes due 2022 at

1.02

% –

1.12

% during 2021 and 

1.12

% –

2.81

% during 2020

500

500

Marine Terminal Revenue Refunding Bonds due 2031 at

0.04

% –

0.15

% during

 2021 and

0.1

% –

7.5

% during 2020

265

265

Industrial Development Bonds due 2035 at

0.04

% –

0.12

% during 2021 and 

0.11

% –

7.5

% during 2020

18

18

Commercial Paper at

0.05

% –

0.22

% during 2021

-

300

Other

35

38

Debt at face value

17,766

14,292

Finance leases

1,261

891

Net unamortized premiums, discounts and debt issuance costs

907

186

Total debt

19,934

15,369

Short-term debt

(1,200)

(619)

Long-term debt

$

18,734

14,750

On January 15, 2021, we completed the acquisition of Concho in an all-stock transaction. In the acquisition, we

assumed Concho’s publicly traded debt, with an outstanding principal balance of $

3.9

 billion, which was recorded

at fair value of $

4.7

 billion on the acquisition date. The adjustment to fair value of the senior notes of

approximately $

0.8

 billion on the acquisition date will be amortized as an adjustment to interest expense over the

remaining contractual terms of the senior notes.

In the first quarter of 2021, we completed a debt exchange offer related to the debt assumed from Concho. Of the

approximately $

3.9

 billion in aggregate principal amount of Concho’s senior notes offered in the exchange,

98

percent, or approximately $

3.8

 billion, was tendered and accepted. The new debt issued by ConocoPhillips had

the same interest rates and maturity dates as the Concho senior notes. The portion not exchanged, approximately

$

67

 million, remained outstanding across five series of senior notes issued by Concho. The debt exchange was

treated as a debt modification for accounting purposes resulting in a portion of the unamortized fair value

adjustment of the Concho senior notes allocated to the new debt issued by ConocoPhillips on the settlement date

of the exchange. The new debt issued in the exchange is fully and unconditionally guaranteed by ConocoPhillips

Company. 

We have a revolving credit facility totaling $

6.0

 billion with an expiration date of May 2023. Our revolving credit

facility may be used for direct bank borrowings, the issuance of letters of credit totaling up to $

500

 million, or as

support for our commercial paper program. The revolving credit facility is broadly syndicated among financial

institutions and does not contain any material adverse change provisions or any covenants requiring maintenance

of specified financial ratios or credit ratings. The facility agreement contains a cross-default provision relating to

the failure to pay principal or interest on other debt obligations of $

200

 million or more by ConocoPhillips, or any

of its consolidated subsidiaries. The amount of the facility is not subject to redetermination prior to its expiration

date.

Credit facility borrowings may bear interest at a margin above rates offered by certain designated banks in the

London interbank market or at a margin above the overnight federal funds rate or prime rates offered by certain

designated banks in the U.S. The facility agreement calls for commitment fees on available, but unused, amounts. 

The agreement also contains early termination rights if our current directors or their approved successors cease to

be a majority of the Board of Directors.

The revolving credit facility supports our ability to issue up to $

6.0

 billion of commercial paper, which is primarily a

funding source for short-term working capital needs. Commercial paper maturities are generally limited to

90

days

. With no commercial paper outstanding and

no

 direct borrowings or letters of credit, we had access to

$

6.0

 billion in available borrowing capacity under our revolving credit facility at December 31, 2021. We had

no

direct borrowings, letters of credit, and $

300

 million of commercial paper outstanding as of December 31, 2020.

For information on Finance Leases,

The current credit ratings on our long-term debt are:

●

Fitch: “A” with a “stable” outlook

. 

●

S&P: “A-” with a “stable” outlook

. 

●

Moody’s: “A3” with a “positive” outlook

. 

We do not have any ratings triggers on any of our corporate debt that would cause an automatic default, and

thereby impact our access to liquidity, upon downgrade of our credit ratings. If our credit ratings are downgraded

from their current levels, it could increase the cost of corporate debt available to us and restrict our access to the

commercial paper markets. If our credit rating were to deteriorate to a level prohibiting us from accessing the

commercial paper market, we would still be able to access funds under our revolving credit facility. 

At both December 31, 2021 and 2020, we had $

283

 million of certain variable rate demand bonds (VRDBs)

outstanding with maturities ranging through 2035. The VRDBs are redeemable at the option of the bondholders

on any business day. If they are ever redeemed, we have the ability and intent to refinance on a long-term basis,

therefore, the VRDBs are included in the “Long-term debt” line on our consolidated balance sheet.