Financial Instruments

6 Months Ended

May 31, 2020

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Financing Arrangements and Financial Instruments

FINANCING ARRANGEMENTS AND FINANCIAL INSTRUMENTS

In April 2020, we issued $500 million of 2.50% notes due April 15, 2030, with cash proceeds received of $495.0 million, net of discounts and underwriters' fees. Interest is payable semiannually in arrears in April and October of each year. The net proceeds from this issuance were used to pay down short-term borrowings and for general corporate purposes.

During each of the six months ended May 31, 2020 and 2019, we repaid $37.5 million (representing the required quarterly principal payment) of the five-year term loan due August 17, 2022. During the six months ended May 31, 2019, we also repaid $50.0 million of the three-year term loan due August 17, 2020.

We use derivative financial instruments to enhance our ability to manage risk, including foreign currency, net investment and interest rate exposures, which exist as part of our ongoing business operations. We do not enter into contracts for trading purposes, nor are we a party to any leveraged derivative instrument, and all derivatives are designated as hedges. We are not a party to master netting arrangements, and we do not offset the fair value of derivative contracts with the same counterparty in our financial statement disclosures. The use of derivative financial instruments is monitored through regular communication with senior management and the use of written guidelines.

Foreign currency exchange risk. We are potentially exposed to foreign currency fluctuations affecting net investments in subsidiaries, transactions (both third-party and intercompany) and earnings denominated in foreign currencies. Management assesses foreign currency risk based on transactional cash flows and translational volatility and may enter into forward contract and currency swaps to reduce fluctuations in the long or short currency positions. Forward contracts are generally less than 18 months duration. Currency swap agreements are established in conjunction with the terms of the underlying debt issues.

At May 31, 2020, we had foreign currency exchange contracts to purchase or sell $371.4 million of foreign currencies as compared to $489.2 million at November 30, 2019. All of these contracts were designated as hedges of anticipated purchases denominated in a foreign currency or hedges of foreign currency denominated assets or liabilities. All foreign currency exchange contracts outstanding at May 31, 2020 have durations of less than 18 months, including $73.8 million of notional contracts that have durations of less than seven days and are used to hedge short-term cash flow funding.

Contracts which are designated as hedges of anticipated purchases denominated in a foreign currency (generally purchases of raw materials in U.S. dollars by operating units outside the U.S.) are considered cash flow hedges. The gains and losses on these contracts are deferred in accumulated other comprehensive income until the hedged item is recognized in cost of goods sold, at which time the net amount deferred in accumulated other comprehensive income is also recognized in cost of goods sold. Gains and losses from contracts that are designated as hedges of assets, liabilities or firm commitments are recognized through income, offsetting the change in fair value of the hedged item.

We also enter into fair value foreign currency exchange contracts to manage both exposure to currency fluctuations in certain intercompany loans between subsidiaries as well as currency exposure to third-party non-functional currency assets or liabilities. At May 31, 2020, the notional value of these contracts was $295.9 million. During the three months ended May 31, 2020 and 2019, we recognized gains of $5.7 million and $1.0 million, respectively, on the change in fair value of these contracts and losses of $6.2 million and $1.4 million, respectively, on the change in the currency component of the underlying loans. During the six months ended May 31, 2020 and 2019, we recognized gains of $3.5 million and $2.7 million, respectively, on the change in fair value of these contracts and losses of $4.2 million and $3.2 million, respectively, on the change in the currency component of the underlying loans. Both the gains and the losses were recognized in our consolidated income statement as other income, net.

We also utilize cross currency interest rate swap contracts that are considered net investment hedges. As of May 31, 2020, we had cross currency interest rate swap contracts of (i) $250 million notional value to receive $250 million at three-month U.S. LIBOR plus 0.685% and pay £194.1 million at three-month GBP LIBOR plus 0.740% and (ii) £194.1 million notional value to receive £194.1 million at three-month GBP LIBOR plus 0.740% and pay €221.8 million at three-month Euro EURIBOR plus 0.808%. These cross currency interest rate swap contracts expire in August 2027.

Interest rate risk. We finance a portion of our operations with both fixed and variable rate debt instruments, principally commercial paper, notes and bank loans. We utilize interest rate swap agreements to minimize worldwide financing costs and to achieve a desired mix of variable and fixed rate debt.

As of May 31, 2020, we have outstanding interest rate swap contracts for a notional amount of $350 million. Those interest rate swap contracts include a $100 million notional value of interest rate swap contracts, where we receive interest at 3.25% and pay a variable rate of interest based on three-month LIBOR plus 1.22%, which expire in November 2025, and are designated as fair value hedges of the changes in fair value of $100 million of the $250 million 3.25% medium-term notes due 2025. We also have $250 million notional interest rate swap contracts where we receive interest at 3.40% and pay a variable rate of interest based on three-month LIBOR plus 0.685%, which expire in August 2027, and are designated as fair value hedges of the changes in fair value of $250 million of the $750 million 3.40% term notes due 2027. Any realized gain or loss on these swap contracts was offset by a corresponding increase or decrease of the value of the hedged debt.

All derivatives are recognized at fair value in the balance sheet and recorded in either other current assets, other long-term assets, other accrued liabilities or other long-term liabilities, depending upon their nature and maturity. Hedge ineffectiveness was not material.

The following table discloses the notional amount and fair values of derivative instruments on our balance sheet (in millions):

As of May 31, 2020	Asset Derivatives					Liability Derivatives
	Balance sheet location	Notional amount		Fair value		Balance sheet location	Notional amount		Fair value
Interest rate contracts	Other current assets / Other long-term assets	$	350.0	$	47.1	Other accrued liabilities	$	—	$	—
Foreign exchange contracts	Other current assets	364.0		10.3		Other accrued liabilities	7.4		2.6
Cross currency contracts	Other current assets / Other long-term assets	238.8		10.9		Other long-term liabilities	246.1		11.7
Total				$	68.3				$	14.3
As of May 31, 2019	Asset Derivatives					Liability Derivatives
	Balance sheet location	Notional amount		Fair value		Balance sheet location	Notional amount		Fair value
Interest rate contracts	Other current assets / Other long-term assets	$	350.0	$	12.1	Other accrued liabilities	$	—	$	—
Foreign exchange contracts	Other current assets	425.4		6.9		Other accrued liabilities	102.8		1.6
Cross currency contracts	Other current assets / Other long-term assets	245.1		7.1		Other long-term liabilities	247.5		7.7
Total				$	26.1				$	9.3
As of November 30, 2019	Asset Derivatives					Liability Derivatives
	Balance sheet location	Notional amount		Fair value		Balance sheet location	Notional amount		Fair value
Interest rate contracts	Other current assets / Other long-term assets	$	350.0	$	20.9	Other accrued liabilities	$	—	$	—
Foreign exchange contracts	Other current assets	293.1		3.3		Other accrued liabilities	196.1		3.6
Cross currency contracts	Other current assets / Other long-term assets	495.5		3.2		Other long-term liabilities	—		—
Total				$	27.4				$	3.6

The following tables disclose the impact of derivative instruments on our other comprehensive income ("OCI"), accumulated other comprehensive income ("AOCI") and our consolidated income statement for the three- and six-month periods ended May 31, 2020 and 2019 (in millions):

Fair Value Hedges
Derivative	Income statement location	Income (expense)
		Three months ended May 31, 2020		Three months ended May 31, 2019		Six months ended May 31, 2020		Six months ended May 31, 2019
Interest rate contracts	Interest expense	$	0.9	$	0.2	$	1.4	$	0.4

Three months ended May 31,	Income statement location	Gain (loss) recognized in income					Income statement location	Gain (loss) recognized in income
Derivative		2020		2019		Hedged item		2020		2019
Foreign exchange contracts	Other income, net	$	5.7	$	1.0	Intercompany loans	Other income, net	$	(6.2)	$	(1.4)

Six months ended May 31,	Income statement location	Gain (loss) recognized in income					Income statement location	Gain (loss) recognized in income
Derivative		2020		2019		Hedged item		2020		2019
Foreign exchange contracts	Other income, net	$	3.5	$	2.7	Intercompany loans	Other income, net	$	(4.2)	$	(3.2)

The gains (losses) recognized on fair value hedges relating to currency exposure on third-party non-functional currency assets or liabilities were not material during the three- and six-months ended May 31, 2020 and 2019.

Cash Flow Hedges
Three months ended May 31,
Derivative	Gain or (loss) recognized in OCI				Income statement location	Gain or (loss) reclassified from AOCI
	2020		2019			2020		2019
Interest rate contracts	$	—	$	—	Interest expense	$	0.1	$	0.1
Foreign exchange contracts	2.3		1.8		Cost of goods sold	(0.3)		0.1
Total	$	2.3	$	1.8		$	(0.2)	$	0.2
Six months ended May 31,
Derivative	Gain or (Loss) recognized in OCI				Income statement location	Gain or (Loss) reclassified from AOCI
	2020		2019			2020		2019
Interest rate contracts	$	—	$	—	Interest expense	$	0.2	$	0.2
Foreign exchange contracts	2.9		0.6		Cost of goods sold	0.1		0.4
Total	$	2.9	$	0.6		$	0.3	$	0.6

For all cash flow and settled interest rate fair value hedge derivatives, the net amount of accumulated other comprehensive income (loss) expected to be reclassified in the next 12 months is $2.8 million as an increase to earnings.

Net Investment Hedges
Three months ended May 31,
Derivative	Gain or (loss) recognized in OCI				Income statement location	Gain or (loss) excluded from the assessment of hedge effectiveness
	2020		2019			2020		2019
Cross currency contracts	$	(3.5)	$	6.8	Interest expense	$	1.1	$	1.8
Six months ended May 31,
Derivative	Gain or (loss) recognized in OCI				Income statement location	Gain or (loss) excluded from the assessment of hedge effectiveness
	2020		2019			2020		2019
Cross currency contracts	$	(3.3)	$	(2.7)	Interest expense	$	2.4	$	2.1

For all net investment hedges, no amounts have been reclassified out of accumulated other comprehensive income (loss). The amounts noted in the tables above for OCI do not include any adjustments for the impact of deferred income taxes.