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Notes Payable
9 Months Ended
Sep. 30, 2024
Debt Disclosure [Abstract]  
Notes Payable Notes Payable
The carrying amounts of notes payable are summarized as follows (in millions):
September 30, 2024December 31, 2023
6.50% F&G Notes, net of $6 and $0 of deferred issuance costs at September 30, 2024 and December 31, 2023, respectively
$544 $— 
7.95% F&G Notes, net of $9 and $9 of deferred issuance costs at September 30, 2024 and December 31, 2023, respectively
336 336 
7.40% F&G Notes, net of $4 and $5 of deferred issuance costs at September 30, 2024 and December 31, 2023, respectively
496 495 
5.50% F&G Notes, including $4 and $11 of purchase premium at September 30, 2024 and December 31, 2023, respectively
304 561 
Revolving Credit Facility - Short-term, net of deferred issuance costs of $7 and $3 at September 30, 2024 and December 31, 2023
358 362 
Total$2,038 $1,754 
6.50% F&G Senior Notes - On June 4, 2024, F&G completed its public offering of $550 million aggregate principal amount of its 6.50% Senior Notes due 2029 (the “6.50% F&G Notes”). The 6.50% F&G notes were issued at 99.74% of face value net of deferred issuance costs of approximately $6 million. The 6.50% F&G Notes are guaranteed on an unsecured, unsubordinated basis by each of F&G’s subsidiaries that are guarantors of F&G’s obligations under its existing credit agreement. The 6.50% F&G Notes mature on June 4, 2029, and become callable on May 4, 2029. Interest is payable semi-annually at a fixed rate of 6.50%, and, if the 6.50% F&G Notes are downgraded, the interest rate payable is subject to adjustment from time to time per the terms of the indenture.

F&G used a portion of the net proceeds from the offering to repay an aggregate principal amount of $250 million of the 5.50% F&G Notes. F&G intends to use the remaining net proceeds for general corporate purposes, which may include the repurchase, redemption or repayment at maturity of outstanding indebtedness.

Revolving Credit Facility - On February 16, 2024, F&G entered into an amendment and extension of its existing senior unsecured revolving credit agreement (the “Credit Agreement”). The maturity date of the Credit Agreement was extended from November 22, 2025 to November 22, 2027. Total borrowing availability increased from $665 million to $750 million. Pricing and advance rates remain unchanged. Financial covenants also remain essentially the same.

At September 30, 2024, the remaining borrowing availability was $385 million. The average variable interest rate on the revolver was 7.08% and 7.11% for the nine months ended September 30, 2024 and for the year ended December 31, 2023, respectively.

Refer to Note A - Basis of Financial Statements for a discussion related to the public offering of its $500 million aggregate principal amount of the 6.250% F&G Senior Notes completed on October 4, 2024, and the payoff of the revolving credit facility with a portion of the proceeds.

Covenants - The Credit Agreement and the indentures governing the 6.50% F&G Notes, 7.95% F&G Notes, 7.40% F&G Notes and 5.50% F&G Notes impose certain operating and financial restrictions, including financial covenants, on F&G. As of September 30, 2024, we were in compliance with all covenants.

Interest Expense - Amortization of deferred issuance costs and purchase premiums are recognized as components of interest expense. Interest expense on F&G’s outstanding notes payable for the three and nine months ended September 30, 2024 and September 30, 2023 was as follows (in millions):
Three months ended September 30,Nine months ended September 30,
2024202320242023
6.50% F&G Notes
$$— $12 $— 
7.95% F&G Notes
— 21 — 
7.40% F&G Notes
10 29 27 
5.50% F&G Notes
11 17 
Revolving Credit Facility21 27 
Total$36 $24 $94 $71