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Debt and Credit Facilities
9 Months Ended
Sep. 30, 2020
Debt Disclosure [Abstract]  
Debt and Credit Facilities DEBT AND CREDIT FACILITIES
Senior Unsecured Notes
The following table summarizes our borrowings under our senior unsecured notes (in millions):
Carrying Amount
Issue DateMaturity DateInterest RateSeptember 30, 2020December 31, 2019
November 2014February 20202.35%$— $500 
September 2015September 20202.55%— 1,999 
March 2011April 20214.50%999 998 
September 2020September 2021
3-month LIBOR + 0.15%
499 — 
December 2011December 20214.40%1,249 1,248 
September 2016March 20221.95%499 499 
September 2015September 20223.25%998 998 
September 2016September 20232.50%747 747 
September 2020September 2023
3-month LIBOR + 0.52%
496 — 
September 2020September 20230.75%1,992 — 
March 2014April 20243.70%1,746 1,745 
November 2014February 20253.50%1,746 1,746 
September 2015March 20263.65%2,736 2,734 
September 2016March 20272.95%1,246 1,245 
September 2020October 20271.20%745 — 
September 2020October 20301.65%992 — 
September 2015September 20354.60%991 991 
September 2016September 20364.00%741 741 
September 2020October 20402.60%986 — 
December 2011December 20415.65%996 995 
March 2014April 20444.80%1,735 1,734 
November 2014February 20454.50%1,732 1,731 
September 2015March 20464.75%2,218 2,217 
September 2016March 20474.15%1,726 1,725 
September 2020October 20502.80%1,475 — 
Total debt, net29,290 24,593 
Less: current portion1,498 2,499 
Total long-term debt, net$27,792 $22,094 
Senior Unsecured Notes Offering
In September 2020, we issued $7.25 billion aggregate principal amount of senior unsecured notes consisting of (i) $500 million principal amount of floating rate notes due September 2021 and $500 million principal amount of floating rate notes due September 2023 (together, the “Floating Rate Notes”); and (ii) $2.0 billion principal amount of 0.75% senior notes due September 2023, $750 million principal amount of 1.20% senior notes due October 2027, $1.0 billion principal amount of 1.65% senior notes due October 2030, $1.0 billion principal amount of 2.60% senior notes due October 2040 and $1.5 billion principal amount of 2.80% senior notes due October 2050 (together, the “Fixed Rate Notes” and, together the Floating Rate Notes, the “2020 Senior Notes”), the terms of which are summarized in the table above.
The Fixed Rate Notes may be redeemed at our option at a redemption price equal to the greater of (i) 100% of the principal amount of the Fixed Rate Notes to be redeemed and (ii) the sum, as determined by an independent investment banker, of the present values of the remaining scheduled payments of principal and interest on the Fixed Rate Notes to be redeemed (exclusive of interest accrued to the date of redemption) discounted to the redemption date on a semiannual basis at the treasury rate, plus 10 basis points in the case of the 2023 fixed rate notes, 12.5 basis points in the case of the 2027 fixed rates notes, 15 basis points in the case of the 2030 fixed rate notes, 20 basis points in the case of the 2040 fixed notes and 25 basis points in the case of the 2050 fixed rate notes, plus any accrued and unpaid interest on the Fixed Rate Notes to be redeemed to, but excluding, the date of redemption. The Fixed Rate Notes also have a call feature, exercisable at our option, to redeem the notes at par in whole, or in part, on dates ranging from two months to two years prior to maturity. In each case, accrued and unpaid interest is also required to be redeemed to the date of redemption. The September 2023 floating rate notes also have a call feature, exercisable at our option, to redeem the notes at par, in whole, or in part, approximately two years prior to maturity.
In the event of the occurrence of a change in control and a downgrade in the rating of the 2020 Senior Notes below investment grade by Moody’s Investors Service, Inc. and S&P Global Ratings, the holders may require us to purchase all or a portion of their notes at a price equal to 101% of the aggregate principal amount of the notes repurchased, plus accrued and unpaid interest to the date of repurchase.
We are required to comply with certain covenants under our note indentures governing our senior unsecured notes. As of September 30, 2020, we were in compliance with all covenants.
Senior Unsecured Notes Repayments
In February 2020, we repaid $500 million of our senior unsecured notes upon maturity. In September 2020, we repaid $2.0 billion of our senior unsecured notes upon maturity.
Term Loan Facility
In September 2020, we entered into a commitment letter with a group of institutional lenders to provide for a three-year senior unsecured term loan facility (the “Term Loan Facility”) in an aggregate principal amount of $1.0 billion. As of September 30, 2020, there were no borrowings outstanding. In an event subsequent to September 30, 2020, on October 23, 2020, we entered into a term loan credit agreement under the Term Loan Facility and borrowed an aggregate principal amount of $1.0 billion.
The Term Loan Facility contains customary representations, warranties, affirmative and negative covenants and events of default. The Term Loan Facility bears interest at 3-month LIBOR plus the Applicable Percentage as defined in the Term Loan Facility credit agreement. We may terminate or reduce the amount borrowed under the Term Loan Facility in whole or in part at any time without premium or penalty.
Revolving Credit Facilities
In June 2020, we terminated our $2.5 billion revolving credit facility maturing in May 2021 (the “2016 Revolving Credit Facility”) and entered into a new $2.5 billion revolving credit facility maturing in June 2025 (the “2020 Revolving Credit Facility”), which has terms substantially similar to the 2016 Revolving Credit Facility. The 2020 Revolving Credit Facility can be used for working capital requirements and for general corporate purposes, including, without limitation, acquisitions. As of September 30, 2020 and December 31, 2019, there were no amounts outstanding under these revolving credit facilities.
The 2020 Revolving Credit Facility contains customary representations, warranties, affirmative and negative covenants and events of default. At September 30, 2020, we were in compliance with all covenants. Loans under the 2020 Revolving Credit Facility bear interest at either (i) the Eurodollar Rate plus the Applicable Percentage, or (ii) the Base Rate plus the Applicable Percentage, each as defined in the 2020 Revolving Credit Facility agreement. We may terminate or reduce the commitments, and may prepay any loans under the new credit facility in whole or in part at any time without premium or penalty.