XML 25 R15.htm IDEA: XBRL DOCUMENT v3.22.2
Debt
6 Months Ended
Jun. 30, 2022
Debt Disclosure [Abstract]  
Debt DebtDebt, net of unamortized original issue discounts or premiums, and unamortized debt issuance costs, consists of the following:
June 30, 2022December 31, 2021
Accounts Receivable Securitization Facility expiring 2024 (1) (2)$901 $843 
$4.25 billion ABL Facility expiring 2027 (1) (3)
1,610 1,029 
Term loan facility expiring 2025 (1)958 962 
1/2 percent Senior Notes due 2027 (4)
498 995 
3 7/8 percent Senior Secured Notes due 2027
744 743 
4 7/8 percent Senior Notes due 2028 (5)
1,661 1,660 
5 1/4 percent Senior Notes due 2030
744 743 
4 percent Senior Notes due 2030
743 743 
3 7/8 percent Senior Notes due 2031
1,089 1,089 
3 3/4 percent Senior Notes due 2032
743 743 
Finance leases130 135 
Total debt9,821 9,685 
Less short-term portion (6)(60)(906)
Total long-term debt$9,761 $8,779 
 ___________________

(1)The table below presents financial information associated with our variable rate indebtedness as of and for the six months ended June 30, 2022. The repurchase facility discussed below (see "Repurchase Facility") is excluded because we entered into the facility in 2022 and had not borrowed under the facility as of June 30, 2022. There is no borrowing capacity under this repurchase facility because it is an uncommitted facility. We have borrowed the full available amount under the term loan facility. The principal obligation under the term loan facility is required to be repaid in quarterly installments in an aggregate amount equal to 1.0 percent per annum, with the balance due at the maturity of the facility. The average amount of debt outstanding under the term loan facility decreases slightly each quarter due to the requirement to repay a portion of the principal obligation.
ABL facilityAccounts receivable securitization facilityTerm loan facility
Borrowing capacity, net of letters of credit
$2,564 $198 $— 
Letters of credit
65 
 Interest rate at June 30, 20222.7 %2.2 %3.4 %
Average month-end debt outstanding
1,036 887 965 
Weighted-average interest rate on average debt outstanding
2.1 %1.4 %2.5 %
Maximum month-end debt outstanding
1,621 902 968 
(2)In June 2022, the accounts receivable securitization facility was amended, primarily to increase the facility size, extend the maturity date and transition to an interest rate based on the Secured Overnight Financing Rate ("SOFR"). The size of the facility, which expires on June 24, 2024, was increased to $1.1 billion. The facility may be extended on a 364-day basis by mutual agreement with the purchasers under the facility. See below ("Repurchase Facility") for a discussion of the uncommitted repurchase facility that URNA entered into in connection with the accounts receivable securitization facility amendment. Borrowings under the accounts receivable securitization facility are permitted only to the extent that the face amount of the receivables in the collateral pool, net of applicable reserves and other deductions, exceeds the outstanding loans. As of June 30, 2022, there were $1.180 billion of receivables, net of applicable reserves and other deductions, in the collateral pool.
(3)In June 2022, the ABL facility was amended, primarily to increase the facility size, extend the maturity date and transition to a SOFR-based interest rate. The size of the facility, which expires on June 30, 2027, was increased to $4.25 billion.
(4)In May 2022, URNA redeemed $500 principal amount of its 5 1/2 percent Senior Notes. Upon redemption, we recognized a loss of $16, which reflected the difference between the net carrying amount and the total purchase price of the redeemed notes.
(5)URNA separately issued 4 7/8 percent Senior Notes in August 2017 and in September 2017. Following the issuances, URNA consummated an exchange offer pursuant to which most of the 4 7/8 percent Senior Notes issued in September 2017 were exchanged for additional notes fungible with the 4 7/8 percent Senior Notes issued in August 2017. As of June 30, 2022, the total above is comprised of two separate 4 7/8 percent Senior Notes, one with a book value of $1.657 billion and one with a book value of $4.
(6)As of June 30, 2022, short-term debt primarily reflected the short-term portion of our finance leases. As of December 31, 2021, short-term debt primarily reflected borrowings under our accounts receivable securitization facility. As discussed
above, in June 2022, the accounts receivable securitization facility was extended to June 2024, and it was not a short-term debt instrument as of June 30, 2022.
Repurchase Facility
In June 2022, URNA entered into an uncommitted repurchase facility (the “Repurchase Facility”) pursuant to which it may obtain short-term financing in an amount up to $100, secured by a subordinated note issued to URNA by our U.S. special purpose vehicle which holds receivable assets relating to our accounts receivable securitization facility. Any such repurchase transaction will have a one-month maturity unless terminated earlier as a result of a termination event under the accounts receivable securitization facility or the occurrence of any other event of default under the Repurchase Facility. The Company will guarantee the obligations of URNA under the Repurchase Facility. The Repurchase Facility is scheduled to expire on June 23, 2023 unless extended by the mutual consent of the parties to the Repurchase Facility agreement. As of June 30, 2022, there were no outstanding borrowings under the Repurchase Facility.
Loan Covenants and Compliance
As of June 30, 2022, we were in compliance with the covenants and other provisions of the ABL, accounts receivable securitization and term loan facilities and the senior notes. Any failure to be in compliance with any material provision or covenant of these agreements could have a material adverse effect on our liquidity and operations.
The only financial covenant that currently exists under the ABL facility is the fixed charge coverage ratio. Subject to certain limited exceptions specified in the ABL facility, the fixed charge coverage ratio covenant under the ABL facility will only apply in the future if specified availability under the ABL facility falls below 10 percent of the maximum revolver amount under the ABL facility. When certain conditions are met, cash and cash equivalents and borrowing base collateral in excess of the ABL facility size may be included when calculating specified availability under the ABL facility. As of June 30, 2022, specified availability under the ABL facility exceeded the required threshold and, as a result, this financial covenant was inapplicable. Under our accounts receivable securitization facility, we are required, among other things, to maintain certain financial tests relating to: (i) the default ratio, (ii) the delinquency ratio, (iii) the dilution ratio and (iv) days sales outstanding. The accounts receivable securitization facility also requires us to comply with the fixed charge coverage ratio under the ABL facility, to the extent the ratio is applicable under the ABL facility.