INDEBTEDNESS

12 Months Ended

Dec. 31, 2019

The following table summarizes total indebtedness:


	December 31, 2019
	Principal Amount		Fair Value of Interest Rate Swaps⁽¹⁾		Unamortized (Discount) Premium		Unamortized Debt Issuance Costs		Carrying Value
Notes Payable:
4.50% 2012 Senior Notes, due 2022	$	500	$	9	$	(1)	$	(1)	$	507
4.875% 2013 Senior Notes, due 2024	500		—		(1)		(2)		497
5.25% 2014 Senior Notes (30-Year), due 2044	600		—		4		(5)		599
1.75% 2015 Senior Notes, due 2027	561		—		—		(3)		558
2.75% 2017 Senior Notes, due 2021	500		11		(1)		(2)		508
2.625% 2017 Senior Notes, due 2023	500		7		(1)		(2)		504
3.25% 2017 Senior Notes, due 2028	500		—		(4)		(3)		493
3.25% 2018 Senior Notes, due 2021	300		—		—		(1)		299
4.25% 2018 Senior Notes, due 2029	400		—		(3)		(3)		394
4.875% 2018 Senior Notes, due 2048	400		—		(7)		(4)		389
0.950% 2019 Senior Notes, due 2030	842		—		(3)		(6)		833
Total long-term debt	$	5,603	$	27	$	(17)	$	(32)	$	5,581


	December 31, 2018
	Principal Amount		Fair Value of Interest Rate Swaps ⁽¹⁾		Unamortized (Discount) Premium		Unamortized Debt Issuance Costs		Carrying Value
Notes Payable:
5.50% 2010 Senior Notes, due 2020	$	500	$	(4)	$	(1)	$	(1)	$	494
4.50% 2012 Senior Notes, due 2022	500		2		(2)		(1)		499
4.875% 2013 Senior Notes, due 2024	500		—		(1)		(2)		497
2.75% 2014 Senior Notes (5-Year), due 2019	450		—		—		—		450
5.25% 2014 Senior Notes (30-Year), due 2044	600		—		3		(5)		598
1.75% 2015 Senior Notes, due 2027	572		—		—		(3)		569
2.75% 2017 Senior Notes, due 2021	500		4		(1)		(2)		501
2.625% 2017 Senior Notes, due 2023	500		—		(1)		(3)		496
3.25% 2017 Senior Notes, due 2028	500		—		(5)		(4)		491
3.25% 2018 Senior Notes, due 2021	300		—		—		(2)		298
4.25% 2018 Senior Notes, due 2029	400		—		(3)		(3)		394
4.875% 2018 Senior Notes, due 2048	400		—		(7)		(4)		389
Total debt	$	5,722	$	2	$	(18)	$	(30)	$	5,676
Current portion									(450)
Total long-term debt									$	5,226

⁽¹⁾The Company has entered into interest rate swaps on the 2010 Senior Notes, the 2012 Senior Notes, the 2014 Senior Notes (5-Year), the 2017 Senior Notes due 2021 and the 2017 Senior Notes due 2023 which are more fully discussed in Note 7 above. These amounts represent the cumulative amount of fair value hedging adjustments included in the carrying amount of the hedged debt.

Credit Facility

The following summarizes information relating to the Company's revolving credit facility:


					December 31, 2019						December 31, 2018
	Issue Date	Capacity		Maturity	Drawn		Undrawn		Drawn		Undrawn
2018 Credit Facility	November 14, 2018	$	1,000	November 13, 2023	$	—	$	1,000	$	—	$	1,000

Interest on borrowings under the facility may range from 0 BPS to 22.5 BPS per annum for Alternate Base Rate loans (as defined in the 2018 Facility agreement) or payable at rates that are based on the London InterBank Offered Rate (“LIBOR”) plus a premium that can range from 80.5 BPS to 122.5 BPS depending on the Company’s index debt ratings, as set forth in the 2018 Facility agreement. The Company also pays quarterly facility fees, regardless of borrowing activity under the facility. The quarterly fees for the 2018 Facility can range from 7 BPS of the facility amount to 15 BPS, depending on the Company’s index debt ratings. The 2018 Facility contains certain customary covenants including a financial covenant that requires the Company to maintain a total debt to EBITDA ratio of (i) not more than 4 to 1 at the end of any fiscal quarter or (ii) not more than 4.5 to 1 as of the end of the first three consecutive quarters immediately following any acquisition with consideration in excess of $500 million, subject to certain conditions as set forth in the 2018 Facility agreement.

Commercial Paper

On August 3, 2016, the Company entered into a private placement commercial paper program under which the Company may issue CP notes up to a maximum amount of $1.0 billion. Borrowings under the CP Program are backstopped by the 2018 Facility. Amounts under the CP Program may be re-borrowed. The maturity of the CP Notes will vary, but may not exceed 397 days from the date of issue. The CP Notes are sold at a discount from par, or alternatively, sold at par and bear interest at rates that will vary based upon market conditions. The rates of interest will depend on whether the CP Notes will be a fixed or floating rate. The interest on a floating rate may be based on the following: (a) certificate of deposit rate; (b) commercial paper rate; (c) the federal funds rate; (d) the LIBOR; (e) prime rate; (f) Treasury rate; or (g) such other base rate as may be specified in a supplement to the private placement agreement. The CP Program contains certain events of default including, among other things: non-payment of principal, interest or fees; entrance into any form of moratorium; and bankruptcy and insolvency events, subject in certain instances to cure periods. As of December 31, 2019, the Company has no CP borrowings outstanding.

Notes Payable

The Company may prepay certain of its senior notes, in whole or in part, but may incur a Make-Whole Amount penalty.

During 2019, the Company fully repaid $500 million of the 2010 Senior Notes and $450 million of the 2014 Senior Notes (5-year) along with a Make-Whole Amount of approximately $12 million. Additionally, in 2019, the Company issued the €750 million 2019 Senior Notes, due 2030. The 2019 Senior Notes were designated as net investment hedges as more fully discussed in Note 7.

At December 31, 2019, the Company was in compliance with all covenants contained within all of the debt agreements. All the debt agreements contain cross default provisions which state that default under one of the aforementioned debt instruments could in turn permit lenders under other debt instruments to declare borrowings outstanding under those instruments to be immediately due and payable. As of December 31, 2019, there were no such cross defaults.

The repayment schedule for the Company’s borrowings is as follows:


Year Ending December 31,	2012 Senior Notes due 2022		2013 Senior Notes due 2024		2014 Senior Notes (30-year) due 2044		2015 Senior Notes due 2027		2017 Senior Notes due 2021		2017 Senior Notes due 2023		2017 Senior Notes due 2028		2018 Senior Notes due 2021		2018 Senior Notes due 2029		2018 Senior Notes due 2048		2019 Senior Notes due 2030		Total
2020	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—	$	—
2021	—		—		—		—		500		—		—		300		—		—		—		800
2022	500		—		—		—		—		—		—		—		—		—		—		500
2023	—		—		—		—		—		500		—		—		—		—		—		500
2024	—		500		—		—		—		—		—		—		—		—		—		500
Thereafter	—		—		600		561		—		—		500		—		400		400		842		3,303
Total	500		500		600		561		500		500		500		300		400		400		842		5,603

INTEREST EXPENSE, NET

The following table summarizes the components of interest as presented in the consolidated statements of operations:


	Year Ended December 31,
	2019		2018		2017
Income	$	17	$	15	$	16
Expense on borrowings	(176)		(197)		(190)
Expense on UTPs and other tax related liabilities	(28)		(15)		(16)
Net periodic pension costs—interest component ⁽¹⁾	(22)		(19)		(20)
Capitalized	1		1		1
Total	$	(208)	$	(215)	$	(209)
Interest paid ⁽²⁾	$	167	$	183	$	158

⁽¹⁾The Company adopted ASU No. 2017-07 in the first quarter of 2018, whereby all components of pension expense except for the service cost component are required to be presented in non-operating (expense) income, net. The service cost component continues to be reported as an operating expense.

⁽²⁾Interest paid includes net settlements on interest rate swaps more fully discussed in Note 7.

The Company’s debt is recorded at its carrying amount, which represents the issuance amount plus or minus any issuance premium or discount, except for the 2010 Senior Notes, the 2012 Senior Notes, the 2017 Senior Notes due 2021 and the 2017 Senior Notes due 2023, which are recorded at the carrying amount adjusted for the fair value of an interest rate swap used to hedge the fair value of the note.

The fair value and carrying value of the Company’s debt as of December 31, 2019 and 2018 are as follows:


	December 31, 2019						December 31, 2018
	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
5.50% 2010 Senior Notes, due 2020	$	—	$	—	$	494	$	518
4.50% 2012 Senior Notes, due 2022	507		531		499		514
4.875% 2013 Senior Notes, due 2024	497		551		497		522
2.75% 2014 Senior Notes (5-Year), due 2019	—		—		450		450
5.25% 2014 Senior Notes (30-Year), due 2044	599		757		598		638
1.75% 2015 Senior Notes, due 2027	558		604		569		585
2.75% 2017 Senior Notes, due 2021	508		507		501		490
2.625% 2017 Senior Notes, due 2023	504		507		496		477
3.25% 2017 Senior Notes, due 2028	493		523		491		473
3.25% 2018 Senior Notes, due 2021	299		306		298		299
4.25% 2018 Senior Notes, due 2029	394		453		394		407
4.875% 2018 Senior Notes, due 2048	389		492		389		410
0.950% 2019 Senior Notes, due 2030	833		847		—		—
Total	$	5,581	$	6,078	$	5,676	$	5,783

The fair value of the Company’s debt is estimated based on quoted market prices for similar instruments. Accordingly, the inputs used to estimate the fair value of the Company’s long-term debt are classified as Level 2 inputs within the fair value hierarchy.