XML 27 R16.htm IDEA: XBRL DOCUMENT v3.22.1
LONG-TERM DEBT AND FINANCING ARRANGEMENTS
 3 Months Ended
Apr. 02, 2022
Debt Disclosure [Abstract]  
LONG-TERM DEBT AND FINANCING ARRANGEMENTS LONG-TERM DEBT AND FINANCING ARRANGEMENTS
Long-term debt and financing arrangements at April 2, 2022 and January 1, 2022 are as follows:
April 2, 2022January 1, 2022
(Millions of Dollars)Interest RateOriginal NotionalUnamortized Discount
Unamortized Gain/(Loss) Terminated Swaps 1
Purchase Accounting FV AdjustmentDeferred Financing FeesCarrying Value
Carrying Value
Notes payable due 20252.30%$500.0 $(0.7)$— $— $(1.2)$498.1 $— 
Notes payable due 20263.40%500.0 (0.4)— — (1.7)497.9 497.8 
Notes payable due 20263.42%25.0 — — 1.6 — 26.6 24.9 
Notes payable due 20261.84%28.5 — — 0.8 (0.1)29.2 28.4 
Notes payable due 20287.05%150.0 — 6.8 6.6 — 163.4 163.9 
Notes payable due 20284.25%500.0 (0.3)— — (2.9)496.8 496.8 
Notes payable due 20283.52%50.0 4.3 (0.2)54.1 49.9 
Notes payable due 20302.30%750.0 (2.0)— — (4.1)743.9 743.7 
Notes payable due 20323.00%500.0 (0.9)— — (2.3)496.8 — 
Notes payable due 20405.20%400.0 (0.2)(27.2)— (2.5)370.1 369.7 
Notes payable due 20484.85%500.0 (0.5)— — (4.9)494.6 494.6 
Notes payable due 20502.75%750.0 (1.9)— — (8.0)740.1 740.0 
Notes payable due 2060 (junior subordinated)4.00%750.0 — — — (9.0)741.0 740.9 
Other, payable in varying amounts 2022 through 2027
3.47%-4.31%
4.3 — — — (0.2)4.1 4.3 
Total Long-term debt, including current maturities$5,407.8 $(6.9)$(20.4)$13.3 $(37.1)$5,356.7 $4,354.9 
Less: Current maturities of long-term debt(1.2)(1.3)
Long-term debt$5,355.5 $4,353.6 
1Unamortized gain/(loss) associated with interest rate swaps are more fully discussed in Note I, Financial Instruments.

In February 2022, the Company issued $500.0 million of senior unsecured term notes maturing February 24, 2025 ("2025 Term Notes") and $500.0 million of senior unsecured term notes maturing May 15, 2032 (“2032 Term Notes”). The 2025 Term Notes will accrue interest at a fixed rate of 2.3% per annum and the 2032 Term Notes at a fixed rate of 3.0% per annum, with interest payable semi-annually in arrears, and rank equally in right of payment with all of the Company's existing and future unsecured unsubordinated debt. The Company received total net proceeds from this offering of approximately $994.8 million, net of approximately $5.2 million of underwriting expenses and other fees associated with the transaction. The Company used the net proceeds from the offering for general corporate purposes, including repayment of indebtedness under the commercial paper facilities.

The Company has a $3.5 billion commercial paper program which includes Euro denominated borrowings in addition to U.S. Dollars. As of April 2, 2022 and January 1, 2022, the Company had commercial paper borrowings outstanding of $2.8 billion and $2.2 billion, respectively.

The Company has a five-year $2.5 billion committed credit facility (the “5-Year Credit Agreement”). Borrowings under the 5-Year Credit Agreement may be made in U.S. Dollars, Euros or Pounds Sterling. A sub-limit amount of $814.3 million is designated for swing line advances which may be drawn in Euros pursuant to the terms of the 5-Year Credit Agreement. Borrowings bear interest at a floating rate plus an applicable margin dependent upon the denomination of the borrowing and specific terms of the 5-Year Credit Agreement. The Company must repay all advances under the 5-Year Credit Agreement by the earlier of September 8, 2026 or upon termination. The 5-Year Credit Agreement is designated to be a liquidity back-stop for the Company's $3.5 billion U.S. Dollar and Euro commercial paper program. As of April 2, 2022, and January 1, 2022, the Company had not drawn on its five-year committed credit facility.

The Company has a 364-Day $1.0 billion committed credit facility (the "364-Day Credit Agreement"). Borrowings under the 364-Day Credit Agreement may be made in U.S. Dollars or Euros and bear interest at a floating rate plus an applicable margin dependent upon the denomination of the borrowing and pursuant to the terms of the 364-Day Credit Agreement. The Company must repay all advances under the 364-Day Credit Agreement by the earlier of September 7, 2022 or upon termination. The
Company may, however, convert all advances outstanding upon termination into a term loan that shall be repaid in full no later than the first anniversary of the termination date provided that the Company, among other things, pays a fee to the administrative agent for the account of each lender. The 364-Day Credit Agreement serves as part of the liquidity back-stop for the Company’s $3.5 billion U.S. Dollar and Euro commercial paper program. As of April 2, 2022, and January 1, 2022, the Company had not drawn on its 364-Day Credit Agreement.

The Company has a second 364-Day $1.0 billion committed credit facility (the "Second 364-Day Credit Agreement"). Borrowings under the Second 364-Day Credit Agreement may be made in U.S. Dollars and Euros and bear interest at a base rate plus an applicable margin determined at the time of borrowing. The Company must repay all advances under the Second 364-Day Credit Agreement by the earlier of November 15, 2022 or upon termination. The Company may, however, convert all advances outstanding upon termination into a term loan that shall be repaid in full no later than the first anniversary of the termination date provided that the Company, among other things, pays a fee to the administrative agent for the account of each lender. As of April 2, 2022 and January 1, 2022, the Company had not drawn on its Second 364-Day Credit Agreement.
In January 2022, the Company executed a third 364-Day $2.5 billion committed credit facility (the "Third 364-Day Credit Agreement"). Borrowings under the Third 364-Day Credit Agreement shall be made in U.S. Dollars and bear interest at a base rate plus an applicable margin determined at the time of the borrowing. The Company must repay all advances under the Third 364-Day Credit Agreement by the earlier of January 25, 2023 or upon termination. The Company may, however, convert all advances outstanding upon termination into a term loan that shall be repaid in full no later than the first anniversary of the termination date provided that the Company, among other things, pays a fee to the administrative agent for the account of each lender. As of April 2, 2022, the Company had $2.3 billion outstanding on its Third 364-Day Credit Agreement.