Debt

6 Months Ended

Feb. 29, 2024

Debt Disclosure [Abstract]

Debt

	As of February 29, 2024										As of August 31, 2023
					Net Carrying Amount						Net Carrying Amount
	Stated Rate		Effective Rate		Current		Long-Term		Total		Current		Long-Term		Total
2025 Term Loan A	6.676	%	6.81	%	$	—	$	649	$	649	$	—	$	1,050	$	1,050
2026 Term Loan A	6.801	%	6.94	%	49		896		945		49		921		970
2027 Term Loan A	6.926	%	7.06	%	57		1,035		1,092		57		1,063		1,120
2026 Notes	4.975	%	5.07	%	—		499		499		—		499		499
2027 Notes(1)	4.185	%	4.27	%	—		812		812		—		798		798
2028 Notes	5.375	%	5.52	%	—		597		597		—		596		596
2029 A Notes	5.327	%	5.40	%	—		698		698		—		697		697
2029 B Notes	6.750	%	6.54	%	—		1,262		1,262		—		1,263		1,263
2030 Notes	4.663	%	4.73	%	—		847		847		—		846		846
2031 Notes	5.300	%	5.41	%	—		993		993		—		—		—
2032 Green Bonds	2.703	%	2.77	%	—		995		995		—		995		995
2033 A Notes	5.875	%	5.96	%	—		745		745		—		745		745
2033 B Notes	5.875	%	6.01	%	—		891		891		—		890		890
2041 Notes	3.366	%	3.41	%	—		497		497		—		497		497
2051 Notes	3.477	%	3.52	%	—		496		496		—		496		496
2024 Term Loan A	N/A		N/A		—		—		—		—		587		587
Finance lease obligations	N/A		4.48	%	238		1,466		1,704		172		1,109		1,281
					$	344	$	13,378	$	13,722	$	278	$	13,052	$	13,330

(1) In 2021, we entered into fixed-to-floating interest rate swaps on the 2027 Notes with an aggregate $900 million notional amount equal to the principal amount of the 2027 Notes. The resulting variable interest paid is at a rate equal to SOFR plus approximately 3.33%. The fixed-to-floating interest rate swaps are accounted for as fair value hedges, and as a result, the carrying values of our 2027 Notes reflect adjustments in fair value.

Debt Activity

The table below presents the effects of debt financing and prepayment activities in the first six months of 2024:

	Transaction Date	Increase (Decrease) in Principal		Increase (Decrease) in Carrying Value		Increase (Decrease) in Cash
Issuance
2031 Notes	January 12, 2024	$	1,000	$	993	$	993
Prepayments
2024 Term Loan A	January 12, 2024	(588)		(587)		(588)
2025 Term Loan A	January 12, 2024	(402)		(401)		(402)
		$	10	$	5	$	3

2031 Notes

On January 12, 2024, we issued $1.00 billion principal amount of senior unsecured 2031 Notes in a public offering. The 2031 Notes bear interest at a rate of 5.300% per year and will mature on January 15, 2031. Issuance costs and debt discount for the 2031 Notes were $7 million.

We may redeem the 2031 Notes, in whole or in part, at our option prior to their maturity dates at a redemption price equal to the greater of (i) 100% of the principal amount of the notes to be redeemed and (ii) the present value of the remaining scheduled payments of principal and interest, plus accrued interest in each case. We may also redeem the 2031 Notes, in whole or in part, at a price equal to par two months prior to maturity in accordance with the terms of the 2031 Notes.

The 2031 Notes contain covenants that, among other things, limit, in certain circumstances, our ability and/or the ability of our restricted subsidiaries (which are generally domestic subsidiaries in which we own at least 80% of the voting stock and which own principal property, as defined in the indenture governing the 2031 Notes) to (1) create or incur certain liens; (2) enter into certain sale and lease-back transactions; and (3) consolidate with or merge with or into, or convey, transfer, or lease all or substantially all of our properties and assets, to another entity. These covenants are subject to a number of limitations and exceptions. Additionally, if a change of control triggering event occurs, as defined in the indenture governing the 2031 Notes, we will be required to offer to purchase the 2031 Notes at 101% of the outstanding aggregate principal amount plus accrued interest up to the purchase date.

Revolving Credit Facility

As of February 29, 2024, no amounts were outstanding under the Revolving Credit Facility and $2.50 billion was available to us. Under the Revolving Credit Facility, borrowings would generally bear interest at a rate equal to adjusted term SOFR plus 1.00% to 1.75%, depending on our corporate credit ratings. Adjusted term SOFR for the Revolving Credit Facility agreement is the SOFR benchmark plus a credit spread adjustment ranging from approximately 0.11% to 0.43% depending on the applicable interest period selected. Any amounts outstanding under the Revolving Credit Facility would mature in May 2026 and amounts borrowed may be prepaid without penalty.

The Revolving Credit Facility requires us to maintain, on a consolidated basis, a leverage ratio of total indebtedness to adjusted EBITDA, as defined in the Revolving Credit Facility and calculated as of the last day of each fiscal quarter, not to exceed 3.25 to 1.00. On March 27, 2023, we amended the Revolving Credit Facility to provide that in lieu of the foregoing leverage ratio, during the fourth quarter of 2023 and each quarter of 2024, we will be required to maintain, on a consolidated basis, a net leverage ratio of total net indebtedness to adjusted EBITDA, as defined in the Revolving Credit Facility and calculated as of the last day of each fiscal quarter, not to exceed 3.25 to 1.00. Alternatively, for up to three of such five quarters, we may elect to comply with a requirement of minimum liquidity, as defined in the Revolving Credit Facility, of not less than $5.0 billion. Through the second quarter of 2024, we complied with the net leverage ratio requirement. Each of the leverage ratio and net leverage ratio maximums, as applicable, is subject to a temporary four quarter increase in such ratio to 3.75 to 1.00 following certain material acquisitions.

Maturities of Notes Payable

As of February 29, 2024, maturities of notes payable by fiscal year were as follows:

Remainder of 2024	$	54
2025	107
2026	1,257
2027	1,780
2028	1,493
2029 and thereafter	7,450
Unamortized issuance costs, discounts, and premium, net	(37)
Hedge accounting fair value adjustment	(86)
	$	12,018