Debt and Financing Activities

Long-term debt consisted of the following:



	March 31,
(In millions)	2017		2016
U.S. Dollar notes ^{(1) (3)}
5.70% Notes due March 1, 2017	—		500
1.29% Notes Due March 10, 2017	—		700
1.40% Notes due March 15, 2018	500		500
7.50% Notes due February 15, 2019	350		350
2.28% Notes due March 15, 2019	1,100		1,100
4.75% Notes due March 1, 2021	599		599
2.70% Notes due December 15, 2022	400		400
2.85% Notes due March 15, 2023	400		400
3.80% Notes due March 15, 2024	1,100		1,100
7.65% Debentures due March 1, 2027	175		175
6.00% Notes due March 1, 2041	493		493
4.88% Notes due March 15, 2044	800		800
Foreign currency notes ^{(2) (3)}
4.00% Euro Bonds due October 18, 2016	—		403
4.50% Euro Bonds due April 26, 2017	533		583
0.63% Euro Notes due August 17, 2021	638		—
1.50% Euro Notes due November 17, 2025	635		—
3.13% Sterling Notes due February 17, 2029	564		—

Lease and other obligations	75		4
Total debt	8,362		8,107
Less: Current portion	1,057		1,610
Total long-term debt	$	7,305	$	6,497


(1)	Interest on these notes is payable semiannually each year.


(2)	Interest on these foreign bonds and notes is payable annually each year.


(3)	These notes are unsecured and unsubordinated obligations of the Company.

Long-Term Debt

Our long-term debt includes both U.S. dollar and foreign currency denominated borrowings. At March 31, 2017 and March 31, 2016, $8,362 million and $8,107 million of total debt were outstanding, of which $1,057 million and $1,610 million were included under the caption “Current portion of long-term debt” within our consolidated balance sheets.

On February 17, 2017, we completed a public offering of 0.63% Euro-denominated notes due August 17, 2021 (the “2021 Euro Notes”) in an aggregate principal amount of €600 million, 1.50% Euro-denominated notes due November 17, 2025 (the “2025 Euro Notes”) in an aggregate principal amount of €600 million and 3.13% British pound sterling-denominated notes due February 17, 2029 (the “2029 Sterling Notes”) in an aggregate principal amount of £450 million. Interest on the 2021 Euro Notes is payable on August 17^th of each year, commencing on August 17, 2017. Interest on the 2025 Euro Notes is payable on November 17^th of each year, commencing on November 17, 2017. Interest on the 2029 Sterling Notes is payable on February 17^th of each year, commencing on February 17, 2018. We utilized the net proceeds from these notes of $1.8 billion, net of discounts and offering expenses for general corporate purposes including repayments of long-term debt.

Each note, which constitutes a “Series”, is an unsecured and unsubordinated obligation of the Company and ranks equally with all of the Company’s existing and, from time-to-time, future unsecured and unsubordinated indebtedness outstanding. Each Series is governed by materially similar indentures and officers’ certificates. Upon at least 15 days notice to holders of a Series, we may redeem that Series at any time prior to maturity, in whole or in part, for cash at redemption prices that may include a make-whole premium plus accrued and unpaid interest, as specified in the indenture and officers’ certificate relating to that Series. In the event of the occurrence of both (1) a change of control of the Company and (2) a downgrade of a Series below an investment grade rating by each of Fitch Ratings, Moody’s Investors Service, Inc. and Standard & Poor’s Ratings Services within a specified period, an offer must be made to purchase that Series from the holders at a price equal to 101% of the then outstanding principal amount of that Series, plus accrued and unpaid interest to, but not including, the date of repurchase. The indenture and the related officers’ certificate for each Series, subject to the exceptions and in compliance with the conditions as applicable, specify that we may not consolidate, merge or sell all or substantially all of our assets, incur liens, or enter into sale-leaseback transactions exceeding specific terms, without lenders’ consent. The indentures also contain customary events of default provisions.

In 2017, we repaid at maturity our €350 million Euro-denominated bond (or, approximately $385 million) due October 18, 2016, our $500 million 5.70% notes due March 1, 2017 and our $700 million 1.29% due March 10, 2017. In 2016, we repaid at maturity our $400 million floating rate notes due September 10, 2015, our $500 million 0.95% notes due December 4, 2015, our $600 million 3.25% notes due March 1, 2016 and a term loan balance of $93 million.

Other Information

Scheduled payments of long-term debt are $1,057 million in 2018, of which €500 million Euro-denominated bond (or, approximately $545 million) due April 26, 2017 was repaid at maturity, $1,503 million in 2019, $11 million in 2020, $605 million in 2021, $641 million in 2022 and $4,545 million thereafter.

Revolving Credit Facilities

During the third quarter of 2016, we entered into a syndicated $3.5 billion senior unsecured revolving credit facility (the “Global Facility”), which has a $3.15 billion aggregate sublimit of availability in Canadian dollars, British pound sterling and Euros. The Global Facility matures on October 22, 2020. Borrowings under the Global Facility bear interest based upon the London Interbank Offered Rate, Canadian Dealer Offered Rate, a prime rate, or alternative overnight rates as applicable, and agreed margins. The Global Facility contains a financial covenant which obligates the Company to maintain a debt to capital ratio of no greater than 65% and other customary investment grade covenants. If we do not comply with these covenants, our ability to use the Global Facility may be suspended and repayment of any outstanding balances under the Global Facility may be required. At March 31, 2017, we were in compliance with all covenants. There were no borrowings outstanding under this facility as of March 31, 2017 and 2016. As of March 31, 2017 and 2016, the amount available under the Global Facility was $3.5 billion.

We also maintain bilateral credit lines primarily denominated in Euros with a total committed and uncommitted balance of $229 million as of March 31, 2017. Borrowings and repayments were not material in 2017. During 2016 and 2015, we borrowed $641 million and $225 million and repaid $635 million and $267 million under these credit lines primarily related to short‑term borrowings. These credit lines have interest rates ranging from 0.2% to 6%. As of March 31, 2017, there was nil borrowings outstanding under these credit lines.

Accounts Receivable Facilities

Following the execution of the Global Facility, we also terminated an accounts receivable sales facility (the “AR Facility”) with a committed balance of $1.35 billion during the third quarter of 2016. There were no borrowings under the AR Facility during 2016 and 2015. The AR Facility contained requirements relating to the performance of the accounts receivable and covenants relating to the Company. If we did not comply with these covenants, our ability to use the AR Facility would have been suspended and repayment of any outstanding balances under the AR Facility would have been required. At March 31, 2016, we were in compliance with all covenants.

We also had accounts receivable factoring facilities (the “Factoring Facilities”) denominated in foreign currencies. Transactions under these facilities are accounted for as secured borrowings and have interest rates ranging from 0.85% to 1.26%. During 2017, 2016 and 2015 we borrowed $7 million, $919 million and $2,875 million and repaid $13 million, $1,055 million and $2,908 million in short-term borrowings under these facilities. At March 31, 2017 and 2016, there were nil and $7 million in secured borrowings outstanding under these facilities. All of the Factoring Facilities expired by April 2016.

Commercial Paper

We maintain a commercial paper program to support our working capital requirements and for other general corporate purposes. Under the program, the Company can issue up to $3.5 billion in outstanding notes. As of March 31, 2017, we had $183 million commercial paper notes outstanding with the weighted average interest rate of 1.20%. There were no borrowings outstanding under the commercial paper program as of March 31, 2016.