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Credit and Other Debt Agreements
 9 Months Ended
Sep. 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):

 

September 30,

 

 

December 31,

 

 

 

2021

 

 

2020

 

Senior Notes:

 

 

 

 

 

 

 

 

Semi-annual payments of interest, fixed rate of 3.50%, balloon due May 20, 2051

 

 

850.0

 

 

 

—

 

Total Senior Notes

 

 

850.0

 

 

 

—

 

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, 2023:

 

 

 

 

 

 

 

 

Facility B

 

 

 

 

 

 

 

 

AUD denominated tranche, interbank rates plus 1.200%

 

 

211.9

 

 

 

193.1

 

NZD denominated tranche, interbank rates plus 1.650%

 

 

—

 

 

 

—

 

Facility C and D

 

 

 

 

 

 

 

 

AUD denominated tranche, interbank rates plus 0.680%

 

 

11.8

 

 

 

—

 

NZD denominated tranche, interbank rates plus 0.940%

 

 

10.4

 

 

 

10.5

 

Total Premium Financing Debt Facility

 

 

234.1

 

 

 

203.6

 

Total corporate and other debt

 

 

5,532.1

 

 

 

4,551.6

 

Less unamortized debt acquisition costs on Senior Notes and Note Purchase Agreements

 

 

(15.6

)

 

 

(7.0

)

Less unamortized discount on Bonds Payable

 

 

(10.0

)

 

 

—

 

Net corporate and other debt

 

$

5,506.5

 

 

$

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 were 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 was 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 now expect to use the net proceeds of this offering related to the 2051 Notes to fund a portion of the cash consideration payable in connection with the Willis Tower Watson plc treaty reinsurance transaction. The offering of the Notes was made pursuant to a shelf registration statement filed with the SEC.  

The 2031 Notes had a special optional redemption whereby we had the option to 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 the Willis Towers Watson plc brokerage acquisition agreement, on July 29, 2021, we exercised the special option redemption feature for the 2031 Senior Notes. These notes were redeemed on August 13, 2021.  As a result of the redemption of this debt, we incurred a loss on extinguishment of debt of $16.2 million, which included the redemption price premium of $6.5 million, the unamortized discount amount on the debt issuance and the write-off of all the debt acquisition costs of $9.7 million.  The 2051 Notes are not subject to the special optional redemption.