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Borrowings and Credit Agreements
 12 Months Ended
Dec. 31, 2023
Debt Disclosure [Abstract]  
Borrowings and Credit Agreements Borrowings and Credit Agreements
The following table is a summary of the Company’s borrowings as of December 31, 2023 and 2022:
In millions20232022
Short-term debt
Commercial paper$200 $— 
Long-term debt
2.8% senior notes due June 2023
— 1,300 
4% senior notes due December 2023
— 414 
3.375% senior notes due August 2024
650 650 
2.625% senior notes due August 2024
1,000 1,000 
3.5% senior notes due November 2024
750 750 
5% senior notes due December 2024 (1)
299 299 
4.1% senior notes due March 2025
950 950 
3.875% senior notes due July 2025
2,828 2,828 
5% senior notes due February 2026
1,500 — 
2.875% senior notes due June 2026
1,750 1,750 
3% senior notes due August 2026
750 750 
3.625% senior notes due April 2027
750 750 
6.25% senior notes due June 2027
372 372 
1.3% senior notes due August 2027
2,250 2,250 
4.3% senior notes due March 2028
5,000 5,000 
5% senior notes due January 2029
1,000 — 
3.25% senior notes due August 2029
1,750 1,750 
5.125% senior notes due February 2030
1,500 — 
3.75% senior notes due April 2030
1,500 1,500 
1.75% senior notes due August 2030
1,250 1,250 
5.25% senior notes due January 2031
750 — 
1.875% senior notes due February 2031
1,250 1,250 
2.125% senior notes due September 2031
1,000 1,000 
5.25% senior notes due February 2033
1,750 — 
5.3% senior notes due June 2033
1,250 — 
4.875% senior notes due July 2035
652 652 
6.625% senior notes due June 2036
771 771 
6.75% senior notes due December 2037
533 533 
4.78% senior notes due March 2038
5,000 5,000 
6.125% senior notes due September 2039
447 447 
4.125% senior notes due April 2040
1,000 1,000 
2.7% senior notes due August 2040
1,250 1,250 
5.75% senior notes due May 2041
133 133 
4.5% senior notes due May 2042
500 500 
4.125% senior notes due November 2042
500 500 
5.3% senior notes due December 2043
750 750 
4.75% senior notes due March 2044
375 375 
5.125% senior notes due July 2045
3,500 3,500 
3.875% senior notes due August 2047
1,000 1,000 
5.05% senior notes due March 2048
8,000 8,000 
4.25% senior notes due April 2050
750 750 
5.625% senior notes due February 2053
1,250 — 
5.875% senior notes due June 2053
1,250 — 
6% senior notes due June 2063
750 — 
Finance lease liabilities1,391 1,465 
Other309 314 
Total debt principal62,160 52,753 
Debt premiums186 200 
Debt discounts and deferred financing costs(736)(696)
61,610 52,257 
Less:
Short-term debt (commercial paper)(200)— 
Current portion of long-term debt(2,772)(1,778)
Long-term debt (1)
$58,638 $50,479 
__________________________________________
(1)Includes long-term debt of $3 million which was accounted for as liabilities held for sale and was included in liabilities held for sale on the consolidated balance sheet at December 31, 2022. See Note 2 ‘‘Acquisitions, Divestitures and Asset Sales’’ for additional information.

The following is a summary of the Company’s required repayments of long-term debt principal due during each of the next five years and thereafter, as of December 31, 2023:
In millions
2024$2,705 
20253,785 
20264,008 
20273,379 
20285,007 
Thereafter41,685 
Subtotal60,569 
Commercial paper200 
Finance lease liabilities (1)
1,391 
Total debt principal$62,160 
_____________________________________________
(1)See Note 7 ‘‘Leases’’ for a summary of maturities of the Company’s finance lease liabilities.

Short-term Borrowings

Commercial Paper and Back-up Credit Facilities
The Company had $200 million of commercial paper outstanding at a weighted average interest rate of 4.31% as of December 31, 2023. The Company did not have any commercial paper outstanding as of December 31, 2022. In connection with its commercial paper program, the Company maintains a $2.5 billion, five-year unsecured back-up revolving credit facility, which expires on May 16, 2025, a $2.5 billion, five-year unsecured back-up revolving credit facility, which expires on May 11, 2026, and a $2.5 billion, five-year unsecured back-up revolving credit facility, which expires on May 16, 2027. The credit facilities allow for borrowings at various rates that are dependent, in part, on the Company’s public debt ratings and require the Company to pay a weighted average quarterly facility fee of approximately 0.03%, regardless of usage. As of December 31, 2023 and 2022, there were no borrowings outstanding under any of the Company’s back-up credit facilities.

Term Loan Agreement
On May 1, 2023, the Company entered into a 364-day $5.0 billion term loan agreement. The term loan agreement allows for borrowings at various rates that are dependent, in part, on the Company’s debt ratings. On May 2, 2023, the Company borrowed $5.0 billion at an interest rate of approximately 6.2% under the term loan agreement to fund a portion of the Oak Street Health acquisition purchase price. On June 2, 2023, the Company repaid the outstanding balance under the term loan agreement.
FHLBB
A subsidiary of the Company is a member of the FHLBB. As a member, the subsidiary has the ability to obtain cash advances, subject to certain minimum collateral requirements. The maximum borrowing capacity available from the FHLBB as of December 31, 2023 was approximately $1.0 billion. At both December 31, 2023 and 2022, there were no outstanding advances from the FHLBB.

Long-term Borrowings

2023 Notes
On June 2, 2023, the Company issued $1.0 billion aggregate principal amount of 5.0% senior notes due January 2029, $750 million aggregate principal amount of 5.25% senior notes due January 2031, $1.25 billion aggregate principal amount of 5.3% senior notes due June 2033, $1.25 billion aggregate principal amount of 5.875% senior notes due June 2053 and $750 million aggregate principal amount of 6.0% senior notes due June 2063 for total proceeds of approximately $4.9 billion, net of discounts and underwriting fees. The net proceeds of these offerings were used, along with cash on hand, to repay the outstanding balance under the term loan agreement described above.

On February 21, 2023, the Company issued $1.5 billion aggregate principal amount of 5.0% senior notes due February 2026, $1.5 billion aggregate principal amount of 5.125% senior notes due February 2030, $1.75 billion aggregate principal amount of 5.25% senior notes due February 2033 and $1.25 billion aggregate principal amount of 5.625% senior notes due February 2053 for total proceeds of approximately $6.0 billion, net of discounts and underwriting fees. The net proceeds of these offerings were used to fund general corporate purposes, including a portion of the Signify Health Acquisition purchase price.

Oak Street Health Convertible Notes
Prior to the Oak Street Health Acquisition, Oak Street Health held 0% convertible senior notes with an aggregate principal amount of $920 million (the “Convertible Notes”), which were assumed by the Company in connection with the Oak Street Health Acquisition. The Oak Street Health Acquisition constituted a fundamental change in the Convertible Notes giving the holders the right to require the Company to repurchase the Convertible Notes. The repurchase price was an amount in cash equal to 100% of the principal amount of the Convertible Notes. On May 31, 2023, the Company issued a notice of repurchase to the holders of the Convertible Notes. In connection with this notice, $917 million of the Convertible Notes were submitted for repurchase and settled on July 21, 2023. Substantially all of the remaining $3 million of the Convertible Notes were submitted for repurchase and settled on October 20, 2023.

Exercise of Par Call Redemptions
In May 2022, the Company exercised the par call redemption on its outstanding 3.5% senior notes due July 2022 to redeem for cash on hand the entire $1.5 billion aggregate principal amount.

In August 2022, the Company exercised the par call redemption on its outstanding 2.75% senior notes due November 2022 (issued by Aetna) to redeem for cash on hand the entire $1.0 billion aggregate principal amount.

In September 2022, the Company exercised the par call redemptions on its outstanding 2.75% senior notes due December 2022 and 4.75% senior notes due December 2022 (including notes issued by Omnicare, Inc.) to redeem for cash on hand the entire aggregate principal amount of $1.25 billion and $399 million, respectively.

Early Extinguishments of Debt
In December 2021, the Company redeemed for cash the remaining $2.3 billion of its outstanding 3.7% senior notes due 2023. In connection with the early redemption of such senior notes, the Company paid a make-whole premium of $80 million in excess of the aggregate principal amount of the senior notes that were redeemed, wrote-off $8 million of unamortized deferred financing costs and incurred $1 million in fees, for a total loss on early extinguishment of debt of $89 million.

In August 2021, the Company purchased approximately $2.0 billion of its outstanding 4.3% senior notes due 2028 through a cash tender offer. In connection with the purchase of such senior notes, the Company paid a premium of $332 million in excess of the aggregate principal amount of the senior notes that were purchased, wrote-off $26 million of unamortized deferred financing costs and incurred $5 million in fees, for a total loss on early extinguishment of debt of $363 million.

Debt Covenants

The Company’s back-up revolving credit facilities and unsecured senior notes contain customary restrictive financial and operating covenants. These covenants do not include an acceleration of the Company’s debt maturities in the event of a
downgrade in the Company’s credit ratings. The Company does not believe the restrictions contained in these covenants materially affect its financial or operating flexibility. As of December 31, 2023, the Company was in compliance with all of its debt covenants.