Debt

6 Months Ended

Jun. 30, 2022

Debt Disclosure [Abstract]

Debt

Debt

Our total debt, including short-term and long-term debt, consisted of the following (in millions):

	As of June 30, 2022		As of December 31, 2021
Debt:
Short-term debt:
Commercial Paper	$	—	$	1,012
2022 Senior Notes (2.35% senior unsecured notes due September 15, 2022)	—		499
Other short-term debt	4		10
Total short-term debt	4		1,521
Long-term debt:
2023 Senior Notes (0.70% senior unsecured notes due June 15, 2023)	—		997
2023 Senior Notes (3.45% senior unsecured notes due September 21, 2023)	—		399
2023 Senior Notes (4.00% senior unsecured notes due October 15, 2023)	—		797
2025 Senior Notes (3.65% senior unsecured notes due May 23, 2025)	1,242		—
2025 Senior Notes (3.75% senior unsecured notes due December 1, 2025)	1,247		1,246
2027 Senior Notes (4.00% senior unsecured notes due September 15, 2027)	1,485		—
2027 Senior Notes (3.10% senior unsecured notes due September 15, 2027)	497		497
2028 Senior Notes (3.75% senior unsecured notes due September 21, 2028)	594		594
2029 Senior Notes (4.35% senior unsecured notes due June 15, 2029)	1,239		—
2030 Senior Notes (2.10% senior unsecured notes due June 15, 2030)	1,235		1,234
2032 Senior Notes (1.85% senior unsecured notes due September 15, 2032)	1,484		1,483
2033 Senior Notes (4.60% senior unsecured notes due March 15, 2033)	1,487		—
2040 Senior Notes (2.65% senior unsecured notes due September 15, 2040)	1,230		1,230
2048 Senior Notes (4.25% senior unsecured notes due September 21, 2048)	1,231		1,230
2050 Senior Notes (3.00% senior unsecured notes due June 15, 2050)	1,221		1,220
2052 Senior Notes (4.95% senior unsecured notes due June 15, 2052)	1,463		—
2060 Senior Notes (3.00% senior unsecured notes due September 15, 2060)	1,471		1,470
2062 Senior Notes (5.20% senior unsecured notes due June 15, 2062)	983		—
Total long-term debt	18,109		12,397
Total debt	$	18,113	$	13,918

Our senior notes of $18.1 billion have a weighted average maturity of 17 years and a weighted average cost of 3.6% per annum.

Credit Facilities

We have a $3.9 billion senior unsecured revolving credit facility, or the Credit Facility, with future capacity to increase our borrowings under the Credit Facility by an additional $1.0 billion, subject to the consent of the lenders funding the increase and certain other conditions. On May 25, 2022, we agreed with the lenders to extend the maturity date of the Credit Facility from October 15, 2026, to May 25, 2027, among other items. We also exercised our option to increase the amount of the Credit Facility from $3.8 billion to $3.9 billion. We incurred new debt issuance costs of $4 million relating to the Credit Facility and these costs are represented in the accompanying consolidated balance sheet as other non-current assets and will be amortized over the remaining life of the Credit Facility. No amounts were outstanding under the Credit Facility as of June 30, 2022.

As of June 30, 2022, of the $3.9 billion that is currently available for borrowing under the Credit Facility, $170 million is required to support certain broker-dealer and other subsidiary commitments. As of June 30, 2022, and as there is no commercial paper outstanding, there is no required amount to backstop our U.S. dollar commercial paper program, or the Commercial Paper Program. The amount required to backstop the amounts outstanding under the Commercial Paper Program will fluctuate as we increase or decrease our commercial paper borrowings. The remaining $3.7 billion is available for working capital and general corporate purposes including, but not limited to, acting as a backstop to future increases in the amounts outstanding under the Commercial Paper Program.

On May 4, 2022, we entered into a 364-day senior unsecured bridge facility in an aggregate principal amount not to exceed $14.0 billion, or the Bridge Facility. The commitments that the Company obtained for the Bridge Facility have been permanently reduced from $14.0 billion to $1.2 billion as of June 30, 2022 as a result of (i) the amendment and extension of the Credit Facility, (ii) the issuance by the Company of certain senior unsecured notes on May 23, 2022, (iii) Euroclear divestment proceeds, (iv) the generation of cash internally by the Company, and (v) the effectiveness of our term loan facility.

On May 25, 2022, we entered into a $2.4 billion two-year senior unsecured delayed draw term loan facility, or Term Loan. Draws under the Term Loan bear interest on the principal amount outstanding at either (a) Term Secured Overnight Financing Rate, or Term SOFR, plus an applicable margin plus a credit spread adjustment of 10 basis points or (b) a "base rate" plus an applicable margin. The applicable margin ranges from 0.625% to 1.125% for Term SOFR loans and from 0.000% to 0.125% for base rate loans, in each case, based on a ratings-based pricing grid. The proceeds from borrowings under the Term Loan will be used to fund a portion of the purchase price for the Black Knight acquisition. We incurred new debt issuance costs of $4 million relating to the Term Loan and these costs are represented in the accompanying consolidated balance sheet as other non-current assets and will be amortized over the remaining life of the Term Loan. We have the option to prepay outstanding amounts under the Term Loan in whole or in part at any time. No amounts were outstanding under the Term Loan as of June 30, 2022.

Our India subsidiaries maintain $14 million of credit lines for their general corporate purposes. As of June 30, 2022, they had borrowed $4 million, which is reflected as “other short-term debt” in the table above.

Commercial Paper Program

Our Commercial Paper Program is currently backed by the borrowing capacity available under the Credit Facility, as described above. The effective interest rate of commercial paper issuances does not materially differ from short-term interest rates, which fluctuate due to market conditions and as a result may impact our interest expense. During the six months ended June 30, 2022, we had net paydowns of $1.0 billion under the Commercial Paper Program and did not have any notes outstanding under our Commercial Paper Program as of June 30, 2022.

New Senior Notes

On May 23, 2022, we issued $8.0 billion in aggregate principal amount of new senior notes, comprised of the following:

•$1.25 billion in aggregate principal amount of 3.65% senior notes due in 2025, or the 2025 Notes;

•$1.5 billion in aggregate principal amount of 4.00% senior notes due in 2027, or the 2027 Notes;

•$1.25 billion in aggregate principal amount of 4.35% senior notes due in 2029, or the 2029 Notes;

•$1.5 billion in aggregate principal amount of 4.60% senior notes due in 2033, or the 2033 Notes;

•$1.5 billion in aggregate principal amount of 4.95% senior notes due in 2052, or the 2052 Notes; and

•$1.0 billion in aggregate principal amount of 5.20% senior notes due in 2062, or the 2062 Notes, and collectively, the Notes.

We intend to use the net proceeds of $4.9 billion from the offering of the 2025 Notes, the 2027 Notes, the 2029 Notes and the 2062 Notes, or collectively, the SMR Notes, together with the issuance of commercial paper and/or borrowings under the Credit Facility, cash on hand or other immediately available funds and borrowings under the Term Loan, to finance the cash portion of the purchase price for Black Knight. The SMR Notes are subject to a special mandatory redemption feature pursuant to which we will be required to redeem all of the outstanding SMR Notes at a redemption price equal to 101% of the aggregate principal amount of the SMR Notes, plus accrued and unpaid interest, in the event that the Black Knight acquisition is not consummated on or prior to May 4, 2023, subject to two automatic extensions of three months each, to August 4, 2023 and to November 4, 2023, respectively, if U.S. antitrust clearance or a related law, injunction, order or other judgment, in each case whether temporary, preliminary or permanent, that restrains, enjoins or otherwise prohibits the consummation of the Black Knight merger remains outstanding and all other conditions to closing are satisfied (or in the case of conditions that by their terms are to be satisfied at the closing, are capable of being satisfied if the closing were to occur on such date) at each extension date, or if the Black Knight merger agreement is terminated at any time prior to such date. The $4.9 billion net proceeds from the SMR Notes are separately invested and recorded as short-term restricted cash and cash equivalents in our consolidated balance sheet as of June 30, 2022.

We used the $3.0 billion of net proceeds from the offering of the 2033 Notes and the 2052 Notes to redeem $2.7 billion aggregate principal amount of four series of senior notes that would have matured in 2022 and 2023. The balance of the net proceeds was used for general corporate purposes, which included paying down a portion of the amounts outstanding under our Commercial Paper Program. We recorded $30 million in costs associated with the extinguishment and re-financing of our existing debt in connection with our May 2022 debt refinancing. These costs are included in interest

expense in our consolidated statements of income for the six months ended June 30, 2022.

We incurred debt issuance costs of $67 million relating to the issuance of the Notes and these costs are presented in the accompanying consolidated balance sheet as a deduction from the carrying amount of the related debt liability and will be amortized over the remaining term of each series of the Notes. The Notes contain affirmative and negative covenants, including, but not limited to, certain redemption rights, limitations on liens and indebtedness and limitations on certain mergers, sales, dispositions and lease-back transactions.