Debt

6 Months Ended

Jun. 30, 2023

Debt Disclosure [Abstract]

Debt

NOTE 7. DEBT

Debt consisted of the following:

		Second Quarter of			Year End
Instrument	Date of Issuance	2023			2022
(In millions)		Effective interest rate
Senior Notes:
Senior Notes, 4.15%, due June 2023	June 2018	4.36%	$	—	$	300.0
Senior Notes, 4.75%, due December 2024	November 2014	4.95%	400.0		400.0
Senior Notes, 4.90%, due June 2028	June 2018	5.04%	600.0		600.0
Senior Notes, 6.10%, due March 2033	March 2023	6.13%	800.0		—
Credit Facilities:
2022 Revolving Credit Facility, due March 2027	September 2022	6.50%	400.0		225.0
Term Loan, due April 2026	April 2023	6.58%	500.0		—
Term Loan, due April 2028	April 2023	6.70%	500.0		—
Uncommitted Credit Facilities, floating rate		6.40%	4.3		—
Unamortized discount and issuance costs			(15.3)		(5.0)
Total debt			$	3,189.0	$	1,520.0
Less: Short-term debt			4.3		300.0
Long-term debt			$	3,184.7	$	1,220.0

Debt Maturities

At the end of the second quarter of 2023, our debt maturities based on outstanding principal were as follows (in millions):

Year Payable
2023 (Remaining)	$	4.3
2024	400.0
2025	—
2026	518.8
2027	443.7
Thereafter	1,837.5
Total	$	3,204.3

Senior Notes

All of our senior notes are unsecured obligations. Interest on the senior notes is payable semi-annually in June and December of each year, except for the interest on the 2033 senior notes payable in March and September. Additional details are unchanged from the information disclosed in Note 7 “Debt” of the 2022 Form 10-K.

During the second quarter of 2023, the $300 million senior notes due June 2023 matured and were repaid in full.

2033 Senior Notes

In March 2023, we issued an aggregate principal amount of $800.0 million in senior notes that will mature in March 2033. The proceeds were partly used to finance our acquisition of Transporeon. The interest is payable semi-annually in March and September of each year, commencing in September 2023.

Credit Facilities

2022 Term Loan Credit Agreement

On December 27, 2022, we entered into a $1.0 billion unsecured, delayed draw term loan credit agreement comprised of commitments for a 3-year tranche of $500.0 million and a 5-year tranche of $500.0 million. On April 3, 2023, both term loans were drawn to fund the acquisition of Transporeon.

Prepayments are allowed without penalty and cannot be reborrowed.

2022 Credit Facility and Amendment

In March 2022, we entered into a credit agreement maturing in March 2027. The 2022 credit facility provides for a five-year, unsecured revolving credit facility in an aggregate principal amount of $1.25 billion, and permits us, subject to the satisfaction of certain conditions, to increase the commitments for revolving loans by an aggregate principal amount of up to $500.0 million. The interest rate and commitment fees are based on our current long-term, senior unsecured debt ratings, our leverage ratio, and certain specified sustainability targets.

On December 27, 2022, we entered into an amendment to the 2022 credit facility that made up to $600.0 million of the existing commitments available for the acquisition of Transporeon and increased our maximum permitted leverage ratio following the closing of the acquisition. On April 3, 2023, we borrowed $225.0 million as part of the proceeds to finance the acquisition. For additional information related to the Transporeon acquisition, see Note 3 “Acquisition” of this report.

As of June 30, 2023, $400.0 million was outstanding under the 2022 credit facility, as amended.

Uncommitted Facilities

At the end of the second quarter of 2023, we had two $75.0 million, one €100.0 million, and one £55.0 million revolving credit facilities, which are uncommitted. Generally, these uncommitted facilities may be redeemed upon demand. Borrowings under the uncommitted facilities are classified as short-term debt in the Condensed Consolidated Balance Sheet. As of June 30, 2023, $4.3 million was outstanding under the uncommitted facilities.

Covenants

The 2022 term loan credit agreement and 2022 credit facility, as amended, contain customary covenants including, among other requirements, limitations that restrict the Company’s and its subsidiaries’ ability to create liens and enter into sale and leaseback transactions, and restrictions on the ability of the subsidiaries to incur indebtedness. Further, both debt agreements contain financial covenants that require the maintenance of maximum leverage and minimum interest coverage ratios. At the end of the second quarter of 2023, we were in compliance with the covenants for each of our debt agreements.