Debt and Derivative Instruments

12 Months Ended

Jan. 30, 2022

Debt Disclosure [Abstract]

Debt and Derivative Instruments

DEBT AND DERIVATIVE INSTRUMENTS

Short-Term Debt

At January 30, 2022, we had commercial paper programs that allowed for borrowings up to $3.0 billion. All of our short-term borrowings in fiscal 2021 and fiscal 2020 were under these commercial paper programs. In connection with these programs, we had back-up credit facilities with a consortium of banks for borrowings up to $3.0 billion at January 30, 2022, which consisted of a five-year $2.0 billion credit facility scheduled to expire in December 2023 and a 364-day $1.0 billion credit facility scheduled to expire in December 2022. In December 2021, we completed the renewal of our 364-day $1.0 billion credit facility, extending the maturity from December 2021 to December 2022. At January 30, 2022, we had $1.0 billion of outstanding borrowings under our commercial paper programs. At January 31, 2021, there were no outstanding borrowings under our commercial paper programs.

The following table presents certain information on our commercial paper programs:

dollars in millions	January 30, 2022			January 31, 2021
Weighted average interest rate	0.1		%	—		%
Maximum amount outstanding during the period	$	1,368		$	899
Average daily short-term borrowings	$	45		$	11

Long-Term Debt

The following table presents details of the components of our long-term debt:

				Carrying Amount (1)
in millions	Interest Payable	Principal Amount		January 30, 2022		January 31, 2021
2.00% Senior notes due April 2021	Semi-annually	—		—		1,350
Floating rate senior notes due March 2022	Quarterly	300		300		300
3.25% Senior notes due March 2022	Semi-annually	700		700		699
2.625% Senior notes due June 2022	Semi-annually	1,250		1,249		1,248
2.70% Senior notes due April 2023	Semi-annually	1,000		999		998
3.75% Senior notes due February 2024	Semi-annually	1,100		1,098		1,096
3.35% Senior notes due September 2025	Semi-annually	1,000		998		997
3.00% Senior notes due April 2026	Semi-annually	1,300		1,293		1,291
2.125% Senior notes due September 2026	Semi-annually	1,000		992		990
2.50% Senior notes due April 2027	Semi-annually	750		744		743
2.80% Senior notes due September 2027	Semi-annually	1,000		1,001		1,017
0.90% Senior notes due March 2028	Semi-annually	500		495		494
1.50% Senior notes due September 2028	Semi-annually	1,000		992		—
3.90% Senior notes due December 2028	Semi-annually	1,000		1,035		1,075
2.95% Senior notes due June 2029	Semi-annually	1,750		1,768		1,828
2.70% Senior notes due April 2030	Semi-annually	1,500		1,422		1,464
1.375% Senior notes due March 2031	Semi-annually	1,250		1,210		1,229
1.875% Senior notes due September 2031	Semi-annually	1,000		981		—
5.875% Senior notes due December 2036	Semi-annually	3,000		2,916		2,935
3.30% Senior notes due April 2040	Semi-annually	1,250		1,164		1,207
5.40% Senior notes due September 2040	Semi-annually	500		496		496
5.95% Senior notes due April 2041	Semi-annually	1,000		990		990
4.20% Senior notes due April 2043	Semi-annually	1,000		977		989
4.875% Senior notes due February 2044	Semi-annually	1,000		981		980
4.40% Senior notes due March 2045	Semi-annually	1,000		979		979
4.25% Senior notes due April 2046	Semi-annually	1,600		1,586		1,585
3.90% Senior notes due June 2047	Semi-annually	1,150		1,144		1,144
4.50% Senior notes due December 2048	Semi-annually	1,500		1,464		1,463
3.125% Senior notes due December 2049	Semi-annually	1,250		1,214		1,222
3.35% Senior notes due April 2050	Semi-annually	1,500		1,471		1,470
2.375% Senior notes due March 2051	Semi-annually	1,250		1,201		1,220
2.75% Senior notes due September 2051	Semi-annually	1,000		982		—
3.50% Senior notes due September 2056	Semi-annually	1,000		973		973
Total senior notes		$	36,400	$	35,815	$	34,472
Finance lease obligations; payable in varying installments through January 31, 2055				3,236		2,766
Total long-term debt				39,051		37,238
Less current installments of long-term debt				2,447		1,416
Long-term debt, excluding current installments				$	36,604	$	35,822

—————

(1) Includes unamortized discounts, premiums, debt issuance costs, and the effects of fair value hedges.

September 2021 Issuance

In September 2021, we issued three tranches of senior notes.

•The first tranche consisted of $1.0 billion of 1.50% senior notes due September 15, 2028 (the “2028 notes”) at a discount of $4 million. Interest on the 2028 notes is due semi-annually on March 15 and September 15 of each year, beginning March 15, 2022.

•The second tranche consisted of $1.0 billion of 1.875% senior notes due September 15, 2031 (the “2031 notes”) at a discount of $6 million. Interest on the 2031 notes is due semi-annually on March 15 and September 15 of each year, beginning March 15, 2022.

•The third tranche consisted of $1.0 billion of 2.75% senior notes due September 15, 2051 (the “2051 notes”) at a discount of $11 million (together with the 2028 notes and the 2031 notes, the “September 2021 issuance”). Interest on the 2051 notes is due semi-annually on March 15 and September 15 of each year, beginning March 15, 2022.

•Issuance costs for the September 2021 issuance totaled $17 million.

Redemption

All of our senior notes, other than our outstanding floating rate notes, may be redeemed by us at any time, in whole or in part, at the redemption price plus accrued interest up to the redemption date. With respect to the 3.25% 2022 notes and the 5.875% 2036 notes, the redemption price is equal to the greater of (1) 100% of the principal amount of the notes to be redeemed, or (2) the sum of the present values of the remaining scheduled payments of principal and interest on the notes to be redeemed that would be due after the related redemption date. With respect to all other notes, the redemption price is equal to the greater of (1) 100% of the principal amount of the notes to be redeemed, or (2) the sum of the present values of the remaining scheduled payments of principal and interest to the Par Call Date, as defined in the respective notes. Additionally, if a Change in Control Triggering Event occurs, as defined in the notes, holders of all notes have the right to require us to redeem those notes at 101% of the aggregate principal amount of the notes plus accrued interest up to the redemption date.

In March 2021, we repaid our $1.35 billion 2.00% senior notes that had a maturity date of April 2021.

The indentures governing the notes do not generally limit our ability to incur additional indebtedness or require us to maintain financial ratios or specified levels of net worth or liquidity. The indentures governing the notes contain various customary covenants; however, none are expected to impact our liquidity or capital resources.

Maturities of Long-Term Debt

The following table presents our long-term debt maturities, excluding finance leases, as of January 30, 2022:

in millions	Principal
Fiscal 2022	$	2,250
Fiscal 2023	1,000
Fiscal 2024	1,100
Fiscal 2025	1,000
Fiscal 2026	2,300
Thereafter	28,750
Total	$	36,400

Derivative Instruments and Hedging Activities

We use derivative and nonderivative instruments as part of our normal business operations in the management of our exposure to fluctuations in foreign currency exchange rates and interest rates on certain debt. Our objective in managing these exposures is to decrease the volatility of cash flows affected by changes in the underlying rates and minimize the risk of changes in the fair value of our senior notes.

Fair Value Hedges

We had outstanding interest rate swap agreements with combined notional amounts of $5.4 billion at January 30, 2022 and $4.4 billion at January 31, 2021. These agreements were accounted for as fair value hedges that swap fixed for variable rate interest to hedge changes in the fair values of certain senior notes. At January 30, 2022, the fair values of these agreements totaled $191 million, with $58 million recognized in other assets and $249 million

recognized in other long-term liabilities on the consolidated balance sheet. At January 31, 2021, the fair values of these agreements totaled $101 million, with $172 million recognized in other assets and $71 million recognized in other long-term liabilities on the consolidated balance sheet. All of our interest rate swap agreements designated as fair value hedges meet the shortcut method requirements under GAAP. Accordingly, the changes in the fair values of these agreements offset the changes in the fair value of the hedged long-term debt.

Cash Flow Hedges

At January 30, 2022 and January 31, 2021, we had outstanding foreign currency forward contracts accounted for as cash flow hedges, which hedge the variability of forecasted cash flows associated with certain payments made in our foreign operations. At January 30, 2022 and January 31, 2021, the notional amounts and the fair values of these contracts were not material.

During fiscal 2019, we settled our outstanding cross currency swap agreements accounted for as cash flow hedges, which hedged foreign currency fluctuations on certain intercompany debt, resulting in a gain of $118 million.

We also settled forward-starting interest rate swap agreements in prior years, which were used to hedge the variability in future interest payments attributable to changing interest rates on forecasted debt issuances. Unamortized losses on these forward-starting swaps, which were designated as cash flow hedges, are being amortized to interest expense over the life of the respective notes. Unamortized losses recognized on these swaps remaining in accumulated other comprehensive loss were immaterial as of January 30, 2022 and January 31, 2021, as were the losses recognized within interest expense for fiscal 2021, fiscal 2020, and fiscal 2019.

We expect an immaterial amount recorded in accumulated other comprehensive loss as of January 30, 2022 to be reclassified into earnings within the next 12 months.

Net Investment Hedges

We had outstanding foreign currency forward contracts as well as certain nonderivative instruments accounted for as net investment hedges, which were immaterial at January 31, 2021. These agreements hedged against foreign currency exposure on our net investment in certain subsidiaries. During fiscal 2021, we settled all outstanding net investment hedges and the related foreign currency translation adjustment amounts recorded in accumulated other comprehensive loss upon settlement were immaterial. There were no arrangements accounted for as net investment hedges outstanding as of January 30, 2022.

Collateral

We generally enter into master netting arrangements, which are designed to reduce credit risk by permitting net settlement of transactions with the same counterparty. To further limit our credit risk, we enter into collateral security arrangements that provide for collateral to be received or posted when the net fair value of certain derivative instruments exceeds or falls below contractually established thresholds. The cash collateral both held and posted by the Company related to derivative instruments under our collateral security arrangements was immaterial as of January 30, 2022 and January 31, 2021.