Notes Payable and Long-Term Debt

12 Months Ended

Feb. 02, 2013

Notes Payable and Long-Term Debt

Notes Payable and Long-Term Debt

20. Notes Payable and Long-Term Debt

At February 2, 2013, the carrying value and maturities of our debt portfolio were as follows:

Debt Maturities	February 2, 2013
(dollars in millions)	Rate (a)		Balance
Due 2013-2017 (b)	3.6	%	$	6,031
Due 2018-2022	4.0			2,416
Due 2023-2027	6.7			171
Due 2028-2032	6.6			1,060
Due 2033-2037	6.8			3,501
Due 2038-2042	4.0			1,469
Total notes and debentures	4.7			14,648
Swap valuation adjustments				78
Capital lease obligations				1,952
Less: Amounts due within one year				(2,024	)
Long-term debt			$	14,654

(a)

Reflects the weighted average stated interest rate as of year-end.

(b)

Includes $1.5 billion of nonrecourse debt collateralized by credit card receivables. See Note 11.

Required Principal Payments (millions)	2013		2014		2015		2016		2017
Unsecured	$	501	$	1,001	$	27	$	751	$	2,251
Nonrecourse		1,500		—		—		—		—
Total required principal payments	$	2,001	$	1,001	$	27	$	751	$	2,251

On March 13, 2013, we repaid $1.5 billion of outstanding nonrecourse debt as described in Note 7. As of March 20, 2013, we also have open tender offers to use up to an aggregate of $1.2 billion of cash proceeds from the sale of our receivables portfolio to repurchase outstanding debt with original maturities between 2020 through 2038.

We periodically obtain short-term financing under our commercial paper program, a form of notes payable.

Commercial Paper (dollars in millions)	2012			2011			2010
Maximum daily amount outstanding during the year	$	970		$	1,211		$	—
Average amount outstanding during the year		120			244			—
Amount outstanding at year-end		970			—			—
Weighted average interest rate		0.16	%		0.11	%		—	%

In October 2011, we entered into a five-year $2.25 billion revolving credit facility that expires in October 2017. No balances were outstanding at any time during 2012 or 2011.

In June 2012, we issued $1.5 billion of unsecured fixed rate debt at 4.0% that matures in July 2042. Proceeds from this issuance were used for general corporate purposes.

As described in Note 11, as of February 2, 2013, we maintained an accounts receivable financing program through which we sold credit card receivables to a bankruptcy remote, wholly owned subsidiary, which in turn transferred the receivables to a Trust. The Trust, either directly or through related trusts, sold debt securities to third parties.

Nonrecourse Debt Collateralized by Credit Card Receivables (millions)	2012		2011
Balance at beginning of period	$	1,000	$	3,954
Issued		500		—
Accretion		—		41
Repaid (a)		—		(2,995	)
Balance at end of period	$	1,500	$	1,000

(a)

Includes repayments of $226 million for the 2008 series of secured borrowings during 2011 due to declines in gross credit card receivables and payment of $2,769 million in 2011 to repurchase and retire in full this series of secured borrowings.

Other than debt backed by our credit card receivables, substantially all of our outstanding borrowings are senior, unsecured obligations. Most of our long-term debt obligations contain covenants related to secured debt levels. In addition to a secured debt level covenant, our credit facility also contains a debt leverage covenant. We are, and expect to remain, in compliance with these covenants, which have no practical effect on our ability to pay dividends.

In March 2012, we amended the 2006/2007 Series Variable Funding Certificate to obtain additional funding of $500 million and to extend the maturity to 2013. We repaid this borrowing at par and terminated the Master Trust concurrent with the closing of the credit card receivables transaction described in Note 7.