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Borrowings and Credit Arrangements
6 Months Ended
Jun. 30, 2018
Debt Disclosure [Abstract]  
BORROWINGS AND CREDIT ARRANGEMENTS
NOTE E – BORROWINGS AND CREDIT ARRANGEMENTS

We had total debt of $6.493 billion as of June 30, 2018 and $5.616 billion as of December 31, 2017. The debt maturity schedule for the significant components of our long-term debt obligations is presented below:
(in millions, except interest rates)
 
Issuance Date
 
Maturity Date
 
As of
 
Semi-annual Coupon Rate
 
June 30, 2018
 
December 31, 2017
 
October 2018 Notes
 
August 2013
 
October 2018
 

 
††

 
2.650%
January 2020 Notes
 
December 2009
 
January 2020
 
850

 
850

 
6.000%
May 2020 Notes
 
May 2015
 
May 2020
 
600

 
600

 
2.850%
May 2022 Notes
 
May 2015
 
May 2022
 
500

 
500

 
3.375%
October 2023 Notes
 
August 2013
 
October 2023
 
450

 
450

 
4.125%
May 2025 Notes
 
May 2015
 
May 2025
 
750

 
750

 
3.850%
March 2028 Notes
 
February 2018
 
March 2028
 
1,000

 

 
4.000%
November 2035 Notes
 
November 2005
 
November 2035
 
350

 
350

 
7.000%
January 2040 Notes
 
December 2009
 
January 2040
 
300

 
300

 
7.375%
Unamortized Debt Issuance Discount
and Deferred Financing Costs
 
 
 
2020 - 2040
 
(32
)
 
(24
)
 
 
Unamortized Gain on Fair Value Hedges
 
 
 
2020 - 2023
 
32

 
38

 
 
Capital Lease Obligation
 
 
 
Various
 
8

 
1

 
 
Long-term debt
 
 
 
 
 
$
4,808

 
$
3,815

 
 
††As of December 31, 2017, $600 million under the October 2018 Notes was outstanding and classified as short-term debt.
Note: The table above does not include unamortized amounts related to interest rate contracts designated as cash flow hedges.

Revolving Credit Facility

As of June 30, 2018 and December 31, 2017, we maintained a $2.250 billion revolving credit facility (the 2017 Facility) with a global syndicate of commercial banks that matures on August 4, 2022. This facility provides backing for the commercial paper program described below. There were no amounts borrowed under our revolving credit facility as of June 30, 2018 and December 31, 2017.

The 2017 Facility requires that we maintain certain financial covenants, as follows:
 
 
Covenant Requirement
 
Actual
 
 
as of June 30, 2018
 
as of June 30, 2018
Maximum leverage ratio (1)
 
3.5 times
 
2.4 times
(1)
Ratio of total debt to consolidated EBITDA, as defined by the credit agreement, for the preceding four consecutive fiscal quarters.

The 2017 Facility provides for an exclusion from the calculation of consolidated EBITDA, as defined by the agreement, through maturity, of any non-cash charges and up to $500 million in restructuring charges and restructuring-related expenses related to our current or future restructuring plans. As of June 30, 2018, we had $400 million of the restructuring charge exclusion remaining. In addition, any cash litigation payments (net of any cash litigation receipts), as defined by the 2017 Facility, are excluded from the calculation of consolidated EBITDA, as defined in the 2017 Facility, provided that the sum of any excluded net cash litigation payments does not exceed $2.624 billion in the aggregate. As of June 30, 2018, we had $1.526 billion of the legal exclusion remaining.

Any inability to maintain compliance with these covenants could require us to seek to renegotiate the terms of our credit facility or seek waivers from compliance with these covenants, both of which could result in additional borrowing costs. Further, there can be no assurance that our lenders would agree to such new terms or grant such waivers on terms acceptable to us. In this case, all credit facility commitments would terminate and any amounts borrowed under the facility would become immediately due and payable. Furthermore, any termination of our credit facility may negatively impact the credit ratings assigned to our commercial paper program which may impact our ability to refinance any then outstanding commercial paper as it becomes due and payable.
Commercial Paper
As of June 30, 2018, we had $1.685 billion of commercial paper outstanding and $1.197 billion outstanding as of December 31, 2017. Our commercial paper program is backed by the 2017 Facility, which allows us to have a maximum of $2.250 billion in commercial paper outstanding. Outstanding commercial paper directly reduces borrowing capacity available under the 2017 Facility. As of June 30, 2018, the commercial paper issued and outstanding had a weighted average maturity of 46 days and a weighted average yield of 2.58 percent. As of December 31, 2017, the commercial paper issued and outstanding had a weighted average maturity of 38 days and a weighted average yield of 1.85 percent.

Senior Notes

We had senior notes outstanding of $4.800 billion as of June 30, 2018 and $4.400 billion as of December 31, 2017.

In February 2018, we completed an offering of $1.000 billion in aggregate principal amount of 4.000% senior notes, due March 2028. We used a portion of the net proceeds from the offering to repay the $600 million plus accrued interest of our 2.650% senior notes due in October 2018. The remaining proceeds were used to repay a portion of our outstanding commercial paper.

Our senior notes were issued in public offerings, are redeemable prior to maturity and are not subject to sinking fund requirements. Our senior notes are unsecured, unsubordinated obligations and rank on parity with each other. These notes are effectively junior to borrowings under our credit and security facility, and to the extent borrowed by our subsidiaries, to liabilities of our subsidiaries (see Other Arrangements below).

Other Arrangements

As of June 30, 2018 and December 31, 2017, we maintained a $400 million credit and security facility secured by our U.S. trade receivables maturing in February 2019. We had no outstanding borrowings as of June 30, 2018 and December 31, 2017 under our credit and security facility.

We have accounts receivable factoring programs in certain European countries and with commercial banks in Japan which include promissory notes discounting programs. We account for our factoring programs as sales under FASB ASC Topic 860, Transfers and Servicing. We have no retained interest in the transferred receivables, other than collection and administration, and once sold, the accounts receivable are no longer available to satisfy creditors in the event of bankruptcy. Amounts de-recognized for accounts and notes receivable, which are excluded from Trade accounts receivable, net in the accompanying unaudited condensed consolidated balance sheets, are aggregated by contract denominated currency below (in millions):
 
As of June 30, 2018
 
As of December 31, 2017
Factoring Arrangements
Capacity (1)
 
Amount
De-recognized
 
Average Interest Rate
 
Capacity (1)
 
Amount
De-recognized
 
Average Interest Rate
Euro denominated
$
442

 
$
161

 
1.5
%
 
$
456

 
$
171

 
1.8
%
Yen denominated (2)
$
470

 
$
216

 
0.5
%
 
$
195

 
$
157

 
1.3
%
(1)
The capacities are translated from local currency to U.S. dollar using the spot rates on the last business day of each period.
(2)
The factoring arrangements denominated in Japanese yen consist of two arrangements, one with a maximum capacity of 22.000 billion yen, which has been discontinued as of June 30, 2018, and a new arrangement with a maximum capacity of 30.000 billion yen entered into during March 2018.

Debt Covenants Compliance

As of and through June 30, 2018, we were in compliance with all the required covenants related to our debt obligations. For additional information regarding the terms of our debt agreements, refer to Note E - Borrowings and Credit Arrangements of the consolidated financial statements in our most recent Annual Report on Form 10-K.