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Debt and Financing Arrangements (Notes)
 12 Months Ended
Dec. 31, 2021
Debt Disclosure [Abstract]  
Debt and Financing Arrangements Debt and Financing Arrangements
Long-Term Debt
December 31,
20212020
(Thousands)
Debentures:
7.08% due 2026
$7,500 $7,500 
7.25% due 2026
200,000 200,000 
Total debentures207,500 207,500 
Notes:
7.85% due 2026
1,000,000 1,000,000 
4.0% due 2028
400,000 400,000 
3.25% due 2030
700,000 700,000 
5.4% due 2041
375,000 375,000 
4.45% due 2042
400,000 400,000 
4.6% due 2048
600,000 600,000 
3.95% due 2050
500,000 500,000 
Total notes3,975,000 3,975,000 
Other financing obligations1,156,124 1,104,143 
Total long-term debt, including current portion5,338,624 5,286,643 
Unamortized debt issuance costs(30,393)(32,505)
Unamortized debt premium and discount, net(13,613)(14,358)
Long-term debt due within one year(25,594)(22,640)
Total long-term debt$5,269,024 $5,217,140 
The following table presents aggregate minimum maturities of long-term debt and other financing obligations outstanding at December 31, 2021, excluding net unamortized debt premium (discount) and debt issuance costs, for each of the next five years (in thousands): 

2022$25,594 
2023$28,029 
2024$30,701 
2025$33,630 
2026$1,244,343 
No property is pledged as collateral under any of our long-term debt issues.
Restrictive Debt Covenants
At December 31, 2021, none of our debt instruments restrict the amount of distributions to our parent, provided, however, that under the credit facility described below, we are restricted from making distributions to our parent during an event of default if we have directly incurred indebtedness under the credit facility. Our debt agreements contain restrictions on our ability to incur secured debt beyond certain levels and to guarantee certain indebtedness. The indenture governing our $1 billion of 7.85 percent Senior Notes due 2026 further restricts our ability to guarantee certain indebtedness.
Issuance and Retirement of Long-Term Debt
On May 8, 2020, we issued $700 million of 3.25 percent senior unsecured notes due 2030 and $500 million of 3.95 percent senior unsecured notes due 2050 to investors in a private debt placement. As part of the issuance, we entered into a registration rights agreement with the initial purchasers of the unsecured notes. Under the terms of the agreement, we were obligated to file and consummate a registration statement for an offer to exchange the notes for a new issue of substantially identical notes registered under the Securities Act of 1933, as amended, within 365 days from closing and to use commercially reasonable efforts to complete the exchange offer. In the fourth quarter of 2020, we filed the registration statement and completed the exchange offer.
Other Financing Obligations
During the construction of the Dalton, Atlantic Sunrise and Leidy South Expansion projects, we received funding from co-owners for their proportionate share of construction costs. Amounts received were recorded in Advances for construction costs and the costs associated with construction were capitalized in our Consolidated Balance Sheet. Upon placing these projects into service we began utilizing the co-owners’ undivided interest in the assets, including the associated pipeline capacity, and reclassified the funding previously received from co-owners from Advances for construction costs to debt. The obligations, which mature in 2052, 2038 and 2041, respectively, require monthly interest and principal payments and bear interest rates of approximately 9 percent, 9 percent and 16 percent, respectively.
Dalton Expansion Project
At December 31, 2021 and 2020, the amount included in Long-Term Debt on our Consolidated Balance Sheet for this financing obligation is $251.9 million and $254.4 million, and the amount included in Long-term debt due within one year on our Consolidated Balance Sheet for this financing obligation is $2.5 million and $2.3 million, respectively.
Atlantic Sunrise Project
During 2021 and 2020, we received $2.6 million and $8.7 million, respectively, of additional funding from a co-owner for its proportionate share of construction costs related to its undivided ownership interest in Atlantic Sunrise. At December 31, 2021 and 2020, the amount included in Long-Term Debt on our Consolidated Balance Sheet for this financing obligation is $807.1 million and $827.1 million, and the amount included in Long-term debt due within one year on our Consolidated Balance Sheet for this financing obligation is $22.4 million and $20.3 million, respectively.
Leidy South Project
Upon placing the applicable portion of the project in service during the fourth quarter of 2021, we began utilizing the co-owner’s undivided interest in the facilities, including the associated pipeline capacity, and reclassified approximately $72 million of funding previously received from our co-owner from Advances for construction costs to debt to reflect the financing obligation payable to our co-owner over an expected term of 20 years. At December 31, 2021, the amount included in Long-Term Debt on our Consolidated Balance Sheet for this financing obligation is $71.5 million, and the amount included in Long-term debt due within one year on our Consolidated Balance Sheet for this financing obligation is $0.7 million. As this transaction did not meet the criteria for sale leaseback accounting due to our continued involvement, it was accounted for as a financing arrangement over the course of the capacity agreement.
Long-Term Debt Due Within One Year
The long-term debt due within one year at December 31, 2021 and 2020, are associated with the previously described other financing obligations.
Credit Facility
In October 2021, we, along with Williams and Northwest Pipeline LLC, the lenders named therein, and an administrative agent entered into an amended and restated credit agreement (Credit Agreement) that reduced aggregate commitments available from $4.5 billion to $3.75 billion, with up to an additional $500 million increase in aggregate commitments available under certain circumstances. The Credit Agreement was effective on October 8, 2021. The maturity date of the credit facility is October 8, 2026. However, the co-borrowers may request up to two extensions of the maturity date each for an additional one-year period to allow a maturity date as late as October 8, 2028, under certain circumstances. The Credit Agreement allows for swing line loans up to an aggregate of $200 million, subject to available capacity under the credit facility, and letters of credit commitments of $500 million. We and Northwest Pipeline LLC are each able to borrow up to $500 million under the credit facility to the extent not otherwise utilized by the other co-borrowers. At December 31, 2021, no letters of credit have been issued and no loans were outstanding under the credit facility.
The Credit Agreement contains the following terms and conditions:
•Various covenants may limit, among other things, a borrower’s and its material subsidiaries’ ability to grant certain liens supporting indebtedness, merge or consolidate, sell all or substantially all of its assets in certain circumstances, make certain distributions during an event of default, and each borrower and each borrower’s respective material subsidiaries’ ability to enter into certain restrictive agreements.
•If an event of default with respect to a borrower occurs under the credit facility, the lenders will be able to terminate the commitments for the respective borrowers and accelerate the maturity of the loans of the defaulting borrower under the credit facility and exercise other rights and remedies.
•Other than swing line loans, each time funds are borrowed, the applicable borrower may choose from two methods of calculating interest: a fluctuating base rate equal to an alternative base rate as defined in the Credit Agreement plus an applicable margin or a periodic fixed rate equal to the London Interbank Offered Rate (LIBOR) plus an applicable margin. Williams is required to pay a commitment fee based on the unused portion of the credit facility. The applicable margin is determined by reference to a pricing schedule
based on the applicable borrower’s senior unsecured long-term debt ratings and the commitment fee is determined by reference to a pricing schedule based on Williams’ senior unsecured long-term debt ratings. The Credit Agreement also includes customary provisions to provide for replacement of LIBOR with an alternative benchmark rate when LIBOR ceases to be available.
The ratio of debt to capitalization (defined as net worth plus debt), each as defined in the Credit Agreement, must be no greater than 65 percent for each of Northwest Pipeline LLC and us.
At December 31, 2021, we are in compliance with this covenant.
Commercial Paper Program
In 2018, Williams entered into a $4.0 billion commercial paper program that has been reduced to $3.5 billion in connection with the October 2021 Credit Agreement. Williams’ management considers amounts outstanding under this program to be a reduction of available capacity under the credit facility. At December 31, 2021 and 2020, Williams had no outstanding commercial paper.