Debt

9 Months Ended

Sep. 30, 2025

Debt Disclosure [Abstract]

Debt

DEBT

Debt consisted of the following:

(DOLLARS IN MILLIONS)	Effective Interest Rate		September 30, 2025		December 31, 2024
2025 Notes(1)(2)	1.22	%	$	—	$	1,000
2026 Euro Notes(1)	1.93	%	938		827
2027 Notes(1)(2)	1.56	%	805		1,209
2028 Notes(1)	4.57	%	399		398
2030 Notes(1)(2)	2.21	%	1,239		1,507
2040 Notes(1)(2)	3.04	%	342		771
2047 Notes(1)(2)	4.44	%	392		495
2048 Notes(1)(2)	5.12	%	674		787
2050 Notes(1)(2)	3.21	%	888		1,568
2026 Term Loan Facility(1)	4.88	%	—		413
Revolving Credit Facility(3)			—		—
Commercial paper(4)			370		—
Bank overdrafts and other			2		2
Total debt			6,049		8,977
Less: Short-term borrowings			(1,308)		(1,413)
Total Long-term debt			$	4,741	$	7,564

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(1)Amount is net of unamortized discount and debt issuance costs.

(2)Included in the tender offers described below.

(3)Borrowings under the Revolving Credit Facility are subject to interest at varying spreads above quoted market rates and a commitment fee is paid on the total unused borrowings.

(4)The effective interest rate of commercial paper issuances fluctuates as short-term interest rates and demand fluctuate, and deferred debt issuance costs are immaterial. Refer to “Commercial Paper” below.

Repayments of Debt

2025 Notes

On September 30, 2025, the Company made a $500 million debt repayment related to the 2025 Notes, which was primarily funded from commercial paper issuances.

Tender Offers

On May 20, 2025, the Company completed tender offers to purchase for cash certain of its outstanding series of Senior Notes for an aggregate purchase price, excluding accrued and unpaid interest, of $2.0 billion. The carrying value of this series of Senior Notes purchased as a result of these tender offers was $2.5 billion. The Company also incurred approximately $6 million of banking and legal costs. In connection with the completion of these tender offers, the Company recognized a gain on debt extinguishment of $488 million within the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss). The tender offers were primarily funded through the proceeds received from the divestiture of the Pharma Solutions disposal group.

Other

For the nine months ended September 30, 2025, the Company made debt repayments totaling approximately $413 million on the remaining balance of the 2026 Term Loan Facility. This was done using a portion of the cash proceeds from the divestiture of the Pharma Solutions disposal group in accordance with the terms of the Term Loan Facility agreement.

For the nine months ended September 30, 2024, the Company made a $270 million and €500 million (approximately $547 million) debt repayment at maturity related to the 2024 Term Loan Facility and 2024 Euro Notes, respectively, which were primarily funded from commercial paper issuances, and subsequently repaid using proceeds received from the divestiture of the Cosmetic Ingredients business. The Company also made quarterly debt repayments totaling approximately $157 million related to the 2026 Term Loan Facility in accordance with the terms of the debt agreement.

Commercial Paper

As of September 30, 2025, the amount of commercial paper outstanding was $370 million with a weighted average interest rate of 4.50% and a weighted average maturity of 43 days. As of December 31, 2024, there was no commercial paper outstanding.

For the nine months ended September 30, 2025, the Company had gross issuances of $3.820 billion and repayments of $3.450 billion under the commercial paper program. For the nine months ended September 30, 2024, the Company had gross issuances of $3.653 billion and repayments of $3.653 billion under the commercial paper program. The commercial paper issued during both the nine months ended September 30, 2025 and 2024 had original maturities of less than 90 days.

The commercial paper program is backed by the borrowing capacity available under the Revolving Credit Facility. 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.

Revolving Credit Facility

For the nine months ended September 30, 2025, the Company had no drawdowns or repayments under the Revolving Credit Facility. For the nine months ended September 30, 2024, the Company had drawdowns of $250 million and repayments of $250 million under the Revolving Credit Facility.

On June 25, 2025, the Company, with its lenders, entered into the Fourth Amended and Restated Credit Agreement (“Revolving Credit Agreement”), which amended and restated the most recent Amendment No. 4 to the Third Amended and Restated Credit Agreement dated September 19, 2023. This amendment and restatement, among other things, extended the termination date to June 25, 2030, as well as removed the financial covenant relief period and associated restrictions. The Revolving Credit Agreement states that from the effective date through September 30, 2025, our net debt to credit adjusted EBITDA ratio shall not exceed 4.00x, and shall not exceed 3.75x thereafter, with a temporary step-up to 4.25x permitted for three fiscal quarters following an acquisition exceeding $500 million in paid consideration. As of September 30, 2025, the Company was in compliance with all financial and other covenants.

Lines of Credit

The Company has various lines of credit which are available to support its ongoing business operations. As of September 30, 2025, the Company has a total capacity of approximately $1.735 billion of lines of credit with various financial institutions, of which $1.733 billion is available as of September 30, 2025.