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DEBT | 9 Months Ended
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Sep. 30, 2024
Debt Disclosure [Abstract] |
DEBT | DEBT Revolving Credit Facility See Note 12 to the Consolidated Financial Statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2023 for information related to the Company's unsecured revolving credit facility that extends a revolving line of credit of up to $2 billion to the Company. In May 2024, the Company extended the maturity date of the revolving credit facility from May 2028 to May 2029 pursuant to an extension request under the credit agreement. At September 30, 2024 and December 31, 2023, there were no borrowings outstanding and $26 million and $18 million, respectively, of letters of credit issued under the revolving credit facility. Outstanding Debt Outstanding debt at September 30, 2024 and December 31, 2023 consists of the following (in millions):
|  | September 30, 2024 |  | December 31, 2023
|  | Outstanding Principal Amount |  | Carrying Value (1) |  | Outstanding Principal Amount |  | Carrying Value (1)
2.375% (€1 Billion) Senior Notes due September 2024 (2) |  | $ | — |  |  | $ | — |  |  | $ | 1,105 |  |  | $ | 1,104 |
3.65% Senior Notes due March 2025 (3) |  | 500 |  |  | 500 |  |  | 500 |  |  | 499 |
0.1% (€950 Million) Senior Notes due March 2025 (3) |  | 1,060 |  |  | 1,059 |  |  | 1,050 |  |  | 1,048 |
0.75% Convertible Senior Notes due May 2025 (2) (3) |  | 862 |  |  | 860 |  |  | 862 |  |  | 857 |
3.6% Senior Notes due June 2026 |  | 1,000 |  |  | 999 |  |  | 1,000 |  |  | 998 |
4.0% (€750 Million) Senior Notes due November 2026 |  | 837 |  |  | 835 |  |  | 828 |  |  | 825 |
1.8% (€1 Billion) Senior Notes due March 2027 |  | 1,116 |  |  | 1,115 |  |  | 1,105 |  |  | 1,103 |
3.55% Senior Notes due March 2028 |  | 500 |  |  | 499 |  |  | 500 |  |  | 499 |
0.5% (€750 Million) Senior Notes due March 2028 |  | 837 |  |  | 835 |  |  | 828 |  |  | 825 |
3.625% (€500 Million) Senior Notes due November 2028 |  | 558 |  |  | 556 |  |  | 552 |  |  | 549 |
3.5% (€500 Million) Senior Notes due March 2029 |  | 558 |  |  | 556 |  |  | — |  |  | — |
4.25% (€750 Million) Senior Notes due May 2029 |  | 837 |  |  | 832 |  |  | 828 |  |  | 823 |
4.625% Senior Notes due April 2030 |  | 1,500 |  |  | 1,493 |  |  | 1,500 |  |  | 1,492 |
4.5% (€1 Billion) Senior Notes due November 2031 |  | 1,116 |  |  | 1,109 |  |  | 1,105 |  |  | 1,098 |
3.625% (€650 Million) Senior Notes due March 2032 |  | 725 |  |  | 720 |  |  | — |  |  | — |
4.125% (€1.25 Billion) Senior Notes due May 2033 |  | 1,396 |  |  | 1,381 |  |  | 1,381 |  |  | 1,367 |
4.75% (€1 Billion) Senior Notes due November 2034 |  | 1,116 |  |  | 1,108 |  |  | 1,105 |  |  | 1,097 |
3.75% (€850 Million) Senior Notes due March 2036 |  | 949 |  |  | 934 |  |  | — |  |  | — |
4.0% (€750 Million) Senior Notes due March 2044 |  | 837 |  |  | 821 |  |  | — |  |  | — |
Total outstanding debt |  | $ | 16,304 |  |  | $ | 16,212 |  |  | $ | 14,249 |  |  | $ | 14,184 |
Short-term debt |  | $ | 2,422 |  |  | $ | 2,419 |  |  | $ | 1,967 |  |  | $ | 1,961 |
Long-term debt |  | $ | 13,882 |  |  | $ | 13,793 |  |  | $ | 12,282 |  |  | $ | 12,223 |
(1) The carrying values differ from the outstanding principal amounts due to unamortized debt discounts and debt issuance costs of $92 million and $65 million as of September 30, 2024 and December 31, 2023, respectively. (2) Included in "Short-term debt" in the Consolidated Balance Sheet as of December 31, 2023. (3) Included in "Short-term debt" in the Unaudited Consolidated Balance Sheet as of September 30, 2024. Fair Value of Debt At September 30, 2024 and December 31, 2023, the estimated fair value of outstanding debt was approximately $17.8 billion and $15.2 billion, respectively, and was considered a "Level 2" fair value measurement (see Note 6). Fair value was estimated based upon actual trades at the end of the reporting period or the most recent trade available as well as the Company's stock price at the end of the reporting period. The estimated fair value of the Company's debt in excess of the outstanding principal amount at September 30, 2024 and December 31, 2023 primarily relates to the conversion premium on the convertible senior notes due in May 2025. Convertible Senior Notes In April 2020, the Company issued $863 million aggregate principal amount of convertible senior notes due in May 2025 with an interest rate of 0.75% (the "May 2025 Notes"). The May 2025 Notes are convertible, subject to certain conditions, into the Company's common stock at a current conversion price of $1,873 per share. The May 2025 Notes are convertible, at the option of the holder, prior to November 1, 2024, upon the occurrence of specific events, including but not limited to a change in control, or if the closing sales price of the Company's common stock for at least 20 trading days in the period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is more than 130% of the conversion price in effect for the notes on the last trading day of the immediately preceding quarter. In the event that all or substantially all of the Company's common stock is acquired on or prior to the maturity of the May 2025 Notes in a transaction in which the consideration paid to holders of the Company's common stock consists of all or substantially all cash, the Company would be required to make additional payments in the form of additional shares of common stock to the holders of the May 2025 Notes in an aggregate value ranging from $0 to $235 million depending upon the date of the transaction and the then current stock price of the Company. Starting on November 1, 2024, holders will have the right to convert all or any portion of the May 2025 Notes, regardless of the Company's stock price. The May 2025 Notes may not be redeemed by the Company prior to maturity. The holders may require the Company to repurchase the May 2025 Notes for cash in certain circumstances. Interest on the May 2025 Notes is payable on May 1 and November 1 of each year. If the note holders exercise their option to convert, the Company delivers cash to repay the principal amount of the notes and delivers shares of common stock or cash, at its option, to satisfy the conversion value in excess of the principal amount. At September 30, 2024 and December 31, 2023, the estimated fair value of the May 2025 Notes was $1.9 billion and $1.6 billion, respectively, and was considered a "Level 2" fair value measurement (see Note 6). Based on the closing sales prices of the Company's common stock for the prescribed measurement periods, the May 2025 Notes were convertible at the option of the holder starting the second calendar quarter of 2023 and continue to be convertible during the fourth calendar quarter of 2024. Other Senior Notes The following table summarizes the information related to other senior notes issued in March 2024:
Other Senior Notes |  |  |  | Effective Interest Rate (1) |  | Timing of Interest Payments
3.5% Senior Notes due March 2029 |  |  |  | 3.61% |  | Annually in March
3.625% Senior Notes due March 2032 |  |  |  | 3.71% |  | Annually in March
3.75% Senior Notes due March 2036 |  |  |  | 3.92% |  | Annually in March
4.0% Senior Notes due March 2044 |  |  |  | 4.15% |  | Annually in March
(1) Represents the coupon interest rate adjusted for deferred debt issuance costs and premiums or discounts existing at the origination of the debt. The proceeds from the issuance of these senior notes are available for general corporate purposes, including to repurchase shares of the Company's common stock and to redeem or repay outstanding indebtedness. In September 2024, the Company paid $1.1 billion on the maturity of the Senior Notes due September 2024. In March 2023, the Company paid $500 million on the maturity of the Senior Notes due March 2023. In addition, the Company paid the applicable accrued and unpaid interest relating to each of these senior notes. Interest expense related to other senior notes consists primarily of coupon interest expense of $137 million and $391 million for the three and nine months ended September 30, 2024, respectively, and $109 million and $301 million for the three and nine months ended September 30, 2023, respectively. The Company designates certain portions of the aggregate principal value of the Euro-denominated debt as a hedge of the foreign currency exposure of the net investment in certain Euro functional currency subsidiaries. For the nine months ended September 30, 2024 and 2023, the carrying value of the portion of Euro-denominated debt, designated as a net investment hedge, ranged from $2.3 billion to $5.3 billion and from $5.9 billion to $8.4 billion, respectively.

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- Definition The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org/1943274/2147481544/470-10-50-6 Reference 2: 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