DEBT AND DERIVATIVE INSTRUMENTS

12 Months Ended

Jan. 28, 2024

Debt Disclosure [Abstract]

DEBT AND DERIVATIVE INSTRUMENTS

DEBT AND DERIVATIVE INSTRUMENTS

Short-Term Debt

We have a commercial paper program that allows for borrowings up to $5.0 billion. In connection with our program, we have back-up credit facilities with a consortium of banks for borrowings up to $5.0 billion, which consist of a five-year $3.5 billion credit facility scheduled to expire in July 2027 and a 364-day $1.5 billion credit facility scheduled to expire in July 2024. In July 2023, we completed the renewal of our 364-day $1.5 billion credit facility, extending the maturity from July 2023 to July 2024. All of our short-term borrowings in fiscal 2023 and fiscal 2022 were under our commercial paper program. At January 28, 2024 and January 29, 2023, there were no outstanding borrowings under this program.

The following table presents additional information on borrowings under our commercial paper program during fiscal 2023 and fiscal 2022:

	Fiscal		Fiscal
in millions	2023		2022
Maximum amount outstanding during the period	$	1,453	$	2,745
Average daily short-term borrowings	72		269

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 28, 2024		January 29, 2023
2.70% Senior notes due April 2023	Semi-annually	$	—	$	—	$	1,000
3.75% Senior notes due February 2024	Semi-annually	1,100		1,100		1,099
2.70% Senior notes due April 2025	Semi-annually	500		499		498
5.125% Senior notes due April 2025	Semi-annually	500		498		—
3.35% Senior notes due September 2025	Semi-annually	1,000		999		998
4.00% Senior notes due September 2025	Semi-annually	750		749		748
3.00% Senior notes due April 2026	Semi-annually	1,300		1,296		1,295
2.125% Senior notes due September 2026	Semi-annually	1,000		995		994
4.95% Senior notes due September 2026	Semi-annually	750		746		—
2.875% Senior notes due April 2027	Semi-annually	750		745		744
2.50% Senior notes due April 2027	Semi-annually	750		746		745
2.80% Senior notes due September 2027	Semi-annually	1,000		979		979
0.90% Senior notes due March 2028	Semi-annually	500		497		496
1.50% Senior notes due September 2028	Semi-annually	1,000		994		993
3.90% Senior notes due December 2028	Semi-annually	1,000		970		977
4.90% Senior notes due April 2029	Semi-annually	750		743		—
2.95% Senior notes due June 2029	Semi-annually	1,750		1,665		1,675
2.70% Senior notes due April 2030	Semi-annually	1,500		1,346		1,347
1.375% Senior notes due March 2031	Semi-annually	1,250		1,167		1,170
1.875% Senior notes due September 2031	Semi-annually	1,000		936		942
3.25% Senior notes due April 2032	Semi-annually	1,250		1,239		1,237
4.50% Senior notes due September 2032	Semi-annually	1,250		1,243		1,242
5.875% Senior notes due December 2036	Semi-annually	3,000		2,872		2,874
3.30% Senior notes due April 2040	Semi-annually	1,250		1,057		1,075
5.40% Senior notes due September 2040	Semi-annually	500		496		496
5.95% Senior notes due April 2041	Semi-annually	1,000		991		990
4.20% Senior notes due April 2043	Semi-annually	1,000		927		939
4.875% Senior notes due February 2044	Semi-annually	1,000		982		981
4.40% Senior notes due March 2045	Semi-annually	1,000		980		980
4.25% Senior notes due April 2046	Semi-annually	1,600		1,586		1,586
3.90% Senior notes due June 2047	Semi-annually	1,150		1,145		1,144
4.50% Senior notes due December 2048	Semi-annually	1,500		1,465		1,464
3.125% Senior notes due December 2049	Semi-annually	1,250		1,173		1,178
3.35% Senior notes due April 2050	Semi-annually	1,500		1,472		1,472
2.375% Senior notes due March 2051	Semi-annually	1,250		1,150		1,156
2.75% Senior notes due September 2051	Semi-annually	1,000		983		983
3.625% Senior notes due April 2052	Semi-annually	1,500		1,458		1,458
4.95% Senior notes due September 2052	Semi-annually	1,000		980		980
3.50% Senior notes due September 2056	Semi-annually	1,000		974		973
Total senior notes		$	42,150	$	40,843	$	39,908
Finance lease obligations; payable in varying installments through April 30, 2076				$	3,268	$	3,285
Total long-term debt				44,111		43,193
Less current installments of long-term debt				1,368		1,231
Long-term debt, excluding current installments				$	42,743	$	41,962

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

November 2023 Issuance. In November 2023, we issued three tranches of senior notes.

•The first tranche consisted of $500 million of 5.125% senior notes due April 30, 2025 at a discount of $0.3 million. Interest on these notes is due semi-annually on April 30 and October 30 of each year, beginning April 30, 2024.

•The second tranche consisted of $750 million of 4.95% senior notes due September 30, 2026 at a discount of $1.6 million. Interest on these notes is due semi-annually on March 30 and September 30 of each year, beginning March 30, 2024.

•The third tranche consisted of $750 million of 4.90% senior notes due April 15, 2029 at a discount of $3.4 million. Interest on these notes is due semi-annually on April 15 and October 15 of each year, beginning April 15, 2024.

•Issuance costs totaled $7 million.

Repayments. In April 2023, we repaid our $1.0 billion 2.70% senior notes at maturity.

Redemption. All of our senior 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 5.875% 2036 notes and the 5.125% 2025 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, prior to the Par Call Date, as defined in the respective 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. On or after the Par Call Date, the redemption price is equal to 100% of the principal amount of the notes. Additionally, if a Change in Control Triggering Event occurs, as defined in the notes, holders of all such 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.

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 28, 2024:

in millions	Principal
Fiscal 2024	$	1,100
Fiscal 2025	2,750
Fiscal 2026	3,050
Fiscal 2027	2,500
Fiscal 2028	2,500
Thereafter	30,250
Total	$	42,150

Derivative Instruments and Hedging Activities

We use derivative 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 both January 28, 2024 and January 29, 2023. These agreements are 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 28, 2024 and January 29, 2023, the fair values of these agreements totaled $858 million and $778 million, respectively, all of which are recognized in other long-term liabilities on the consolidated balance sheets.

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.

During the second quarter of fiscal 2023, we amended all of our interest rate swap agreements to replace LIBOR with SOFR and concurrently adopted certain expedients provided in Topic 848. These amendments did not result in any change to our application of hedge accounting or have a material impact to our consolidated financial statements. See Note 1 for further discussion.

Cash Flow Hedges. At January 28, 2024 and January 29, 2023, 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 28, 2024 and January 29, 2023, the notional amounts and the fair values of these contracts were not material. Additionally, the realized and unrealized gains and losses on these instruments were not material during fiscal 2023, fiscal 2022, and fiscal 2021.

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 28, 2024 and January 29, 2023, as were the losses recognized within interest expense for fiscal 2023, fiscal 2022, and fiscal 2021.

We expect an immaterial amount recorded in accumulated other comprehensive loss as of January 28, 2024 to be reclassified into earnings within the next 12 months.

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 posted by the Company related to derivative instruments under our collateral security arrangements was $714 million and $634 million as of January 28, 2024 and January 29, 2023, which was recorded in other current assets on the consolidated balance sheets. We did not hold any cash collateral as of January 28, 2024 or January 29, 2023.