

						September 28, 2019
	Sept. 28, 2019		Sept. 29, 2018			Stated Interest Rate ⁽¹⁾		Pay Floating Interest rate and Cross- Currency Swaps ⁽²⁾			Effective Interest Rate ⁽³⁾		Swap Maturities
Commercial paper	$	5,342	$	1,005		—			$	—	2.19	%
U.S. dollar denominated notes ⁽⁴⁾	39,424		18,045			3.97	%		9,000		3.37	%	2020-2029
Foreign currency denominated debt	1,044		955			3.18	%		940		3.23	%	2025
Other ⁽⁵⁾	62		(276		)				—
	45,872		19,729			3.49	%		9,940		3.23	%
Asia Theme Parks borrowings	1,114		1,145			1.81	%		—		5.51	%
Total borrowings	46,986		20,874			3.44	%		9,940		3.28	%
Less current portion	8,857		3,790			2.62	%		1,125		2.59	%
Total long-term borrowings	$	38,129	$	17,084					$	8,815



	Committed Capacity		Capacity Used		Unused Capacity
Facility expiring March 2020	$	6,000	$	—	$	6,000
Facility expiring March 2021	2,250		—		2,250
Facility expiring March 2023	4,000		—		4,000
Total	$	12,250	$	—	$	12,250

All of the above bank facilities allow for borrowings at LIBOR-based rates plus a spread depending on the credit default swap spread applicable to the Company’s debt, subject to a cap and floor that vary with the Company’s debt rating assigned by Moody’s Investors Service and Standard and Poor’s. The spread above LIBOR can range from 0.18% to 1.63%. The facilities specifically exclude certain entities, including the Asia Theme Parks, from any representations, covenants, or events of default and contain only one financial covenant relating to interest coverage, which the Company met on September 28, 2019 by a significant margin. The Company also has the ability to issue up to $500 million of letters of credit under the facility expiring in March 2023, which if utilized, reduces available borrowings under this facility. As of September 28, 2019, the Company has

$1.2 billion of outstanding letters of credit, of which none were issued under this facility. Outstanding letters of credit include letters of credit assumed in the acquisition of TFCF primarily in support of international sports programming rights.



	Commercial paper with original maturities less than three months, net ⁽¹⁾			Commercial paper with original maturities greater than three months			Total
Balance at Sept. 30, 2017	$	1,151		$	1,621		$	2,772
Additions	—			8,079			8,079
Payments	(1,099		)	(8,748		)	(9,847		)
Other Activity	(2		)	3			1
Balance at Sept. 29, 2018	$	50		$	955		$	1,005
Additions	1,881			6,889			8,770
Payments	—			(4,452		)	(4,452		)
Other Activity	3			16			19
Balance at Sept. 28, 2019	$	1,934		$	3,408		$	5,342

At September 28, 2019, the Company had $39.4 billion of U.S. dollar denominated notes with maturities ranging from 1 to 77 years. The debt outstanding includes $37.0 billion of fixed rate notes, which have stated interest rates that range from 1.65% to 9.50% and $2.4 billion of floating rate notes that bear interest at U.S. LIBOR plus or minus a spread. At September 28, 2019, the effective rate on the floating rate notes was 2.48%.

On March 20, 2019, the Company assumed public debt with a fair value of $21.2 billion (principal balance of $17.4 billion) upon completion of the TFCF acquisition. On March 20, 2019, 96% (principal balance of $16.8 billion) of the assumed debt was exchanged for senior notes of TWDC, with essentially the same terms. In September 2019, the Company repurchased previously exchanged debt with a carrying value of approximately $3.5 billion (principal balance of approximately $2.7 billion) and TFCF debt with a carrying value of approximately $280 million (principal balance of approximately $260 million) for $4.3 billion and recognized a charge of $511 million in “Other income, net” in the fiscal 2019 Consolidated Statement of Income. In October 2019, the Company made an offer to holders of the remaining outstanding debt exchanged for senior notes of TWDC with a carrying value of $17.4 billion (principal balance of $14.1 billion) to exchange those notes for registered senior notes under the Securities Act of 1933.

In fiscal 2018, the Company issued Canadian $1.3 billion ($940 million) of fixed rate senior notes, which bears interest at 2.76% and matures in October 2024. The Company also entered into pay-floating interest rate and cross currency swaps that effectively convert the borrowing to a variable rate U.S. dollar denominated borrowing indexed to LIBOR.

On March 20, 2019, upon the completion of the TFCF acquisition, the Company assumed a term loan and unsecured credit facilities with outstanding balances totaling INR 7.4 billion ($104 million) and weighted-average stated interest rate of approximately 7.00%.

On March 20, 2019, as part of the TFCF acquisition, the Company assumed $1.1 billion of debt related to one of the RSNs. In August 2019, the RSN was sold and the buyer has assumed the outstanding debt obligation.

On March 20, 2019, the Company borrowed $31.1 billion under two 364-day unsecured bridge loan facilities with a bank syndicate to fund the cash component of the TFCF acquisition. On March 21, 2019, the Company repaid one bridge loan facility in the amount of $16.1 billion, utilizing cash acquired in the TFCF transaction, and terminated the facility. The remaining 364-day unsecured bridge loan facility in the amount of $15.0 billion was repaid and terminated during the fourth quarter using the after-tax proceeds from the divestiture of the RSNs and proceeds from new borrowings.

The Company has credit facilities to finance three new cruise ships, which are expected to be delivered in 2021, 2022 and 2023. The financings may be used for up to 80% of the contract price of the cruise ships. Under the agreements, $1.0 billion in financing is available beginning in April 2021, $1.1 billion is available beginning in May 2022 and $1.1 billion is available beginning in April 2023. If utilized, the interest rates will be fixed at 3.48%, 3.72% and 3.74%, respectively, and the loan and interest will be payable semi-annually over a 12-year period from the borrowing date. Early repayment is permitted subject to cancellation fees.

Shendi has provided Shanghai Disney Resort with loans totaling 7.3 billion yuan (approximately $1.0 billion) bearing interest at rates that increase to 8% and maturing in 2036, with early repayment permitted. Shendi has also provided Shanghai Disney Resort with a 1.4 billion yuan (approximately $196 million) line of credit bearing interest at 8%. There is no outstanding balance under the line of credit at September 28, 2019.



	Before Asia Theme Parks Consolidation		Asia Theme Parks		Total
2020	$	8,878	$	—	$	8,878
2021	3,513		—		3,513
2022	3,858		10		3,868
2023	1,242		24		1,266
2024	2,870		28		2,898
Thereafter	23,003		1,052		24,055
	$	43,364	$	1,114	$	44,478

The Company capitalizes interest on assets constructed for its parks and resorts and on certain film and television productions. In fiscal 2019, 2018 and 2017, total interest capitalized was $222 million, $125 million and $87 million, respectively. Interest expense, net of capitalized interest, for fiscal 2019, 2018 and 2017 was $1,246 million, $682 million and $507 million, respectively.