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Credit and Other Debt Agreements | 6 Months Ended
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Jun. 30, 2021
Debt Disclosure [Abstract] |
Credit and Other Debt Agreements | 7. Credit and Other Debt Agreements
The following is a summary of our corporate and other debt (in millions): |  | June 30, |  |  | December 31, |
|  | 2021 |  |  | 2020 |
Senior Notes: |  |  |  |  |  |  |  |
Semi-annual payments of interest, fixed rate of 2.50%, balloon due May 20, 2031 |  | $ | 650.0 |  |  | $ | - |
Semi-annual payments of interest, fixed rate of 3.50%, balloon due May 20, 2051 |  |  | 850.0 |  |  |  | — |
Total Senior Notes |  |  | 1,500.0 |  |  |  | - |
Note Purchase Agreements: |  |  |  |  |  |  |  |
Semi-annual payments of interest, fixed rate of 5.18%, balloon due February 10, 2021 |  |  | - |  |  |  | 75.0 |
Semi-annual payments of interest, fixed rate of 3.69%, balloon due June 14, 2022 |  |  | 200.0 |  |  |  | 200.0 |
Semi-annual payments of interest, fixed rate of 5.49%, balloon due February 10, 2023 |  |  | 50.0 |  |  |  | 50.0 |
Semi-annual payments of interest, fixed rate of 4.13%, balloon due June 24, 2023 |  |  | 200.0 |  |  |  | 200.0 |
Semi-annual payments of interest, fixed rate of 4.72%, balloon due February 13, 2024 |  |  | 100.0 |  |  |  | 100.0 |
Semi-annual payments of interest, fixed rate of 4.58%, balloon due February 27, 2024 |  |  | 325.0 |  |  |  | 325.0 |
Quarterly payments of interest, floating rate of 90 day LIBOR plus 1.40%, balloon due June 13, 2024 |  |  | 50.0 |  |  |  | 50.0 |
Semi-annual payments of interest, fixed rate of 4.31%, balloon due June 24, 2025 |  |  | 200.0 |  |  |  | 200.0 |
Semi-annual payments of interest, fixed rate of 4.85%, balloon due February 13, 2026 |  |  | 140.0 |  |  |  | 140.0 |
Semi-annual payments of interest, fixed rate of 4.73%, balloon due February 27, 2026 |  |  | 175.0 |  |  |  | 175.0 |
Semi-annual payments of interest, fixed rate of 4.40%, balloon due June 2, 2026 |  |  | 175.0 |  |  |  | 175.0 |
Semi-annual payments of interest, fixed rate of 4.36%, balloon due June 24, 2026 |  |  | 150.0 |  |  |  | 150.0 |
Semi-annual payments of interest, fixed rate of 3.75%, balloon due January 30, 2027 |  |  | 30.0 |  |  |  | 30.0 |
Semi-annual payments of interest, fixed rate of 4.09%, balloon due June 27, 2027 |  |  | 125.0 |  |  |  | 125.0 |
Semi-annual payments of interest, fixed rate of 4.09%, balloon due August 2, 2027 |  |  | 125.0 |  |  |  | 125.0 |
Semi-annual payments of interest, fixed rate of 4.14%, balloon due August 4, 2027 |  |  | 98.0 |  |  |  | 98.0 |
Semi-annual payments of interest, fixed rate of 3.46%, balloon due December 1, 2027 |  |  | 100.0 |  |  |  | 100.0 |
Semi-annual payments of interest, fixed rate of 4.55%, balloon due June 2, 2028 |  |  | 75.0 |  |  |  | 75.0 |
Semi-annual payments of interest, fixed rate of 4.34%, balloon due June 13, 2028 |  |  | 125.0 |  |  |  | 125.0 |
Semi-annual payments of interest, fixed rate of 5.04%, balloon due February 13, 2029 |  |  | 100.0 |  |  |  | 100.0 |
Semi-annual payments of interest, fixed rate of 4.98%, balloon due February 27, 2029 |  |  | 100.0 |  |  |  | 100.0 |
Semi-annual payments of interest, fixed rate of 4.19%, balloon due June 27, 2029 |  |  | 50.0 |  |  |  | 50.0 |
Semi-annual payments of interest, fixed rate of 4.19%, balloon due August 2, 2029 |  |  | 50.0 |  |  |  | 50.0 |
Semi-annual payments of interest, fixed rate of 3.48%, balloon due December 2, 2029 |  |  | 50.0 |  |  |  | 50.0 |
Semi-annual payments of interest, fixed rate of 3.99%, balloon due January 30, 2030 |  |  | 341.0 |  |  |  | 341.0 |
Semi-annual payments of interest, fixed rate of 4.44%, balloon due June 13, 2030 |  |  | 125.0 |  |  |  | 125.0 |
Semi-annual payments of interest, fixed rate of 5.14%, balloon due March 13, 2031 |  |  | 180.0 |  |  |  | 180.0 |
Semi-annual payments of interest, fixed rate of 4.70%, balloon due June 2, 2031 |  |  | 25.0 |  |  |  | 25.0 |
Semi-annual payments of interest, fixed rate of 4.09%, balloon due January 30, 2032 |  |  | 69.0 |  |  |  | 69.0 |
Semi-annual payments of interest, fixed rate of 4.34%, balloon due June 27, 2032 |  |  | 75.0 |  |  |  | 75.0 |
Semi-annual payments of interest, fixed rate of 4.34%, balloon due August 2, 2032 |  |  | 75.0 |  |  |  | 75.0 |
Semi-annual payments of interest, fixed rate of 4.59%, balloon due June 13, 2033 |  |  | 125.0 |  |  |  | 125.0 |
Semi-annual payments of interest, fixed rate of 5.29%, balloon due March 13, 2034 |  |  | 40.0 |  |  |  | 40.0 |
Semi-annual payments of interest, fixed rate of 4.48%, balloon due June 12, 2034 |  |  | 175.0 |  |  |  | 175.0 |
Semi-annual payments of interest, fixed rate of 4.24%, balloon due January 30, 2035 |  |  | 79.0 |  |  |  | 79.0 |
Semi-annual payments of interest, fixed rate of 2.44%, balloon due February 10, 2036 |  |  | 100.0 |  |  |  | — |
Semi-annual payments of interest, fixed rate of 2.46%, balloon due May 5, 2036 |  |  | 75.0 |  |  |  | — |
Semi-annual payments of interest, fixed rate of 4.69%, balloon due June 13, 2038 |  |  | 75.0 |  |  |  | 75.0 |
Semi-annual payments of interest, fixed rate of 5.45%, balloon due March 13, 2039 |  |  | 40.0 |  |  |  | 40.0 |
Semi-annual payments of interest, fixed rate of 4.49%, balloon due January 30, 2040 |  |  | 56.0 |  |  |  | 56.0 |
Total Note Purchase Agreements |  |  | 4,448.0 |  |  |  | 4,348.0 |
Credit Agreement: |  |  |  |  |  |  |  |
Periodic payments of interest and principal, prime or LIBOR plus up to 1.45%, expires June 7, 2024 |  |  | — |  |  |  | — |
Premium Financing Debt Facility - expires September 15, 2022: |  |  |  |  |  |  |  |
Facility B |  |  |  |  |  |  |  |
AUD denominated tranche, interbank rates plus 1.400% |  |  | 147.3 |  |  |  | 193.1 |
NZD denominated tranche, interbank rates plus 1.750% |  |  | — |  |  |  | — |
Facility C and D |  |  |  |  |  |  |  |
AUD denominated tranche, interbank rates plus 0.730% |  |  | 13.2 |  |  |  | — |
NZD denominated tranche, interbank rates plus 0.940% |  |  | 5.6 |  |  |  | 10.5 |
Total Premium Financing Debt Facility |  |  | 166.1 |  |  |  | 203.6 |
Total corporate and other debt |  |  | 6,114.1 |  |  |  | 4,551.6 |
Less unamortized debt acquisition costs on Senior Notes and Note Purchase Agreements |  |  | (21.7 | ) |  |  | (7.0 | )
Less unamortized discount on Bonds Payable |  |  | (14.1 | ) |  |  | — |
Net corporate and other debt |  | $ | 6,078.3 |  |  | $ | 4,544.6 |
On May 20, 2021, we closed and funded an offering of $1,500.0 million of unsecured senior notes in two tranches. The $650.0 million aggregate principal amount of 2.50% Senior Notes are due 2031 (which we refer to as the 2031 Notes) and the $850.0 million aggregate principal amount of 3.50% Senior Notes are due 2051 (which we refer to as the 2051 Notes and together with the 2031 Notes, the “Notes”). The weighted average interest rate is 3.31% per annum after giving effect to underwriting costs and the net hedge loss. In 2018 and 2019, we entered into a pre-issuance interest rate hedging transaction related to these notes. We realized a net cash loss of approximately $57.8 million on the hedging transactions that will be recognized on a pro rata basis as an increase to our reported interest expense over a ten year period. Prior to the termination our agreement to acquire certain Willis Towers Watson plc brokerage operations, our intent was to use the net proceeds of this offering to fund a portion of the cash consideration payable in connection with this transaction. We are evaluating opportunities to deploy these funds, which may include share repurchases and other acquisitions, as well as general corporate purposes. The offering of the Notes was made pursuant to a shelf registration statement filed with the SEC. The 2031 Notes have a special optional redemption whereby we may, at our option, redeem the 2031 Notes, in whole and not in part, by providing notice of such redemption to the holders of the 2031 Notes within 30 days following a Willis Tower Watson plc transaction termination event, at a redemption price equal to 101% of the aggregate principal amount of the 2031 Notes, plus any accrued and unpaid interest. In conjunction with the termination of this agreement, on July 29, 2021, we exercised the special option redemption feature for the 2031 Senior Notes. These notes will be redeemed on August 13, 2021. The impact of the extinguishment of this debt, which includes the redemption price premium, the unamortized discount amount on the debt issuance and the write-off of all the debt acquisition costs, is estimated to be an after-tax loss of $12.0 million to $14.0 million that will be recognized in third quarter 2021. The 2051 Notes are not subject to the special optional redemption.

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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://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -URI http://asc.fasb.org/topic&trid=2208564 + Details
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