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INDEBTEDNESS
6 Months Ended
Jun. 30, 2024
Debt Disclosure [Abstract]  
INDEBTEDNESS INDEBTEDNESS
The Company’s debt is recorded at its carrying value, which represents the issuance amount plus or minus any issuance premium or discount, except for certain debt as depicted in the table below, which is recorded at the carrying value adjusted for the fair value of an interest rate swap used to hedge the fair value of the note.
The following table summarizes total indebtedness:
June 30, 2024
Notes Payable:Principal Amount
Fair Value of Interest Rate Swaps (1)
Unamortized (Discount) Premium
Unamortized Debt Issuance CostsCarrying Value
5.25% 2014 Senior Notes, due 2044
$600 $(37)$3 $(4)$562 
1.75% 2015 Senior Notes, due 2027
536   (1)535 
3.25% 2017 Senior Notes, due 2028
500 (25)(2)(1)472 
4.25% 2018 Senior Notes, due 2029
400 (39)(1)(2)358 
4.875% 2018 Senior Notes, due 2048
400 (39)(6)(3)352 
0.950% 2019 Senior Notes, due 2030
803  (2)(3)798 
3.75% 2020 Senior Notes, due 2025
700 (11) (1)688 
3.25% 2020 Senior Notes, due 2050
300  (4)(3)293 
2.55% 2020 Senior Notes, due 2060
300  (2)(3)295 
2.00% 2021 Senior Notes, due 2031
600  (6)(4)590 
2.75% 2021 Senior Notes, due 2041
600  (12)(5)583 
3.10% 2021 Senior Notes, due 2061
500  (7)(5)488 
3.75% 2022 Senior Notes, due 2052
500 (42)(8)(5)445 
4.25% 2022 Senior Notes, due 2032
500 (12)(2)(4)482 
Total debt
$7,239 $(205)$(49)$(44)$6,941 
Current portion(688)
Total long-term debt$6,253 
December 31, 2023
Notes Payable:Principal Amount
Fair Value of Interest Rate Swaps (1)
Unamortized (Discount) Premium
Unamortized Debt Issuance CostsCarrying Value
5.25% 2014 Senior Notes, due 2044
$600 $(34)$$(4)$565 
1.75% 2015 Senior Notes, due 2027
552 — — (1)551 
3.25% 2017 Senior Notes, due 2028
500 (26)(2)(2)470 
4.25% 2018 Senior Notes, due 2029
400 (34)(2)(2)362 
4.875% 2018 Senior Notes, due 2048
400 (36)(6)(3)355 
0.950% 2019 Senior Notes, due 2030
829 — (2)(4)823 
3.75% 2020 Senior Notes, due 2025
700 (16)(1)(1)682 
3.25% 2020 Senior Notes, due 2050
300 — (4)(3)293 
2.55% 2020 Senior Notes, due 2060
300 — (2)(3)295 
2.00% 2021 Senior Notes, due 2031
600 — (6)(4)590 
2.75% 2021 Senior Notes, due 2041
600 — (12)(5)583 
3.10% 2021 Senior Notes, due 2061
500 — (7)(5)488 
3.75% 2022 Senior Notes, due 2052
500 (29)(8)(5)458 
4.25% 2022 Senior Notes, due 2032
500 (8)(2)(4)486 
Total long-term debt$7,281 $(183)$(51)$(46)$7,001 
(1) The fair value of interest rate swaps in the tables above represents the cumulative amount of fair value hedging adjustments included in the carrying value of the hedged debt.
Credit Facility
On May 6, 2024, the Company entered into a five-year senior, unsecured revolving credit facility with the capacity to borrow up to $1.25 billion, which expires in May 2029. The 2024 Credit Facility replaces the Company's $1.25 billion 2021 Credit Facility that was scheduled to mature in December 2026. Further information on the key terms of these revolving credit facilities is below:
June 30, 2024December 31, 2023
Issue DateCapacityMaturityDrawnUndrawnDrawnUndrawn
2021 Credit FacilityDecember 17, 2021$1,250 
December 17, 2026 (Terminated in 2024)
$ $ $— $1,250 
2024 Credit Facility
May 6, 2024$1,250 May 6, 2029$ $1,250 $— $— 
Interest on borrowings under the 2024 Credit Facility is payable at rates that are based on an adjusted term SOFR Rate 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 2024 Credit Facility. The Company also has the option to choose other rates, such as those based on adjusted Daily Simple SOFR or an alternate base rate, as set forth in the 2024 Credit Facility. Regardless of borrowing activity under the 2024 Credit Facility, the Company pays quarterly fees for the 2024 Credit Facility that can range from 7 BPS of the 2024 Credit Facility amount to 15 BPS, depending on the Company’s index debt ratings. The 2024 Credit Facility contains certain customary covenants and also contains 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 2024 Credit Facility.
Notes Payable
At June 30, 2024, the Company was in compliance with all covenants contained within all of the debt agreements. All of 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 June 30, 2024, there were no such cross defaults.
The repayment schedule for the Company’s borrowings is as follows:
Year Ending December 31,Year Ending Total
2024 (After June 30,)
$ 
2025700 
2026 
2027536 
2028500 
Thereafter5,503 
Total$7,239 
Interest expense, net
The following table summarizes the components of interest as presented in the consolidated statements of operations and the cash paid for interest:
Three Months Ended
June 30,
Six Months Ended June 30,
2024202320242023
Income$23 $15 $45 $25 
Expense on borrowings(1)
(74)(75)(148)(145)
(Expense) income on UTPs and other tax related liabilities(2)
(5)(4)(9)14 
Net periodic pension costs - interest component(7)(7)(13)(13)
Interest expense, net$(63)$(71)$(125)$(119)
Interest paid(3)
$51 $47 $151 $143 
(1) Expense on borrowings includes interest on long-term debt, as well as realized gains/losses related to interest rate swaps and cross currency swaps, which are more fully discussed in Note 7.
(2) The amount for the six months ended June 30, 2023 reflects a $22 million reduction of tax-related interest expense primarily related to the resolutions of tax matters.
(3) Interest paid includes net settlements on interest rate swaps, which are more fully discussed in Note 7.
The fair value and carrying value of the Company’s debt as of June 30, 2024 and December 31, 2023 are as follows:
June 30, 2024December 31, 2023
Carrying Value
Estimated Fair Value
Carrying Value
Estimated Fair Value
Total debt$6,941 $6,121 $7,001 $6,402 
The fair value of the Company’s debt is estimated based on quoted prices in active markets as of the reporting date, which are considered Level 1 inputs within the fair value hierarchy.