XML 27 R15.htm IDEA: XBRL DOCUMENT
v3.23.1

DEBT AND FINANCING ARRANGEMENTS | 3 Months Ended
--- | ---
Mar. 31, 2023
Debt Disclosure [Abstract] |
DEBT AND FINANCING ARRANGEMENTS | DEBT AND FINANCING ARRANGEMENTS The carrying value of our outstanding debt obligations as of March 31, 2023 and December 31, 2022 consists of the following (in millions):
| Principal Amount |  |  |  | Carrying Value |  |  |  |  |  |  |  |
|  | Maturity |  | 2023 |  | 2022 |  |  |  |  |  |  |  |
Fixed-rate senior notes: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
2.500% senior notes | $ | 1,000 |  |  | 2023 |  | $ | 1,000 |  |  | $ | 999 |  |  |  |  |  |  |  |  |
2.800% senior notes | 500 |  |  | 2024 |  | 499 |  |  | 499 |  |  |  |  |  |  |  |  |
2.200% senior notes | 400 |  |  | 2024 |  | 399 |  |  | 399 |  |  |  |  |  |  |  |  |
3.900% senior notes | 1,000 |  |  | 2025 |  | 998 |  |  | 997 |  |  |  |  |  |  |  |  |
2.400% senior notes | 500 |  |  | 2026 |  | 499 |  |  | 499 |  |  |  |  |  |  |  |  |
3.050% senior notes | 1,000 |  |  | 2027 |  | 995 |  |  | 995 |  |  |  |  |  |  |  |  |
3.400% senior notes | 750 |  |  | 2029 |  | 747 |  |  | 747 |  |  |  |  |  |  |  |  |
2.500% senior notes | 400 |  |  | 2029 |  | 398 |  |  | 397 |  |  |  |  |  |  |  |  |
4.450% senior notes | 750 |  |  | 2030 |  | 745 |  |  | 744 |  |  |  |  |  |  |  |  |
4.875% senior notes | 900 |  |  | 2033 |  | 894 |  |  | — |  |  |  |  |  |  |  |  |
6.200% senior notes | 1,500 |  |  | 2038 |  | 1,485 |  |  | 1,485 |  |  |  |  |  |  |  |  |
5.200% senior notes | 500 |  |  | 2040 |  | 494 |  |  | 494 |  |  |  |  |  |  |  |  |
4.875% senior notes | 500 |  |  | 2040 |  | 491 |  |  | 491 |  |  |  |  |  |  |  |  |
3.625% senior notes | 375 |  |  | 2042 |  | 369 |  |  | 369 |  |  |  |  |  |  |  |  |
3.400% senior notes | 500 |  |  | 2046 |  | 492 |  |  | 492 |  |  |  |  |  |  |  |  |
3.750% senior notes | 1,150 |  |  | 2047 |  | 1,137 |  |  | 1,137 |  |  |  |  |  |  |  |  |
4.250% senior notes | 750 |  |  | 2049 |  | 743 |  |  | 743 |  |  |  |  |  |  |  |  |
3.400% senior notes | 700 |  |  | 2049 |  | 688 |  |  | 688 |  |  |  |  |  |  |  |  |
5.300% senior notes | 1,250 |  |  | 2050 |  | 1,231 |  |  | 1,231 |  |  |  |  |  |  |  |  |
5.050% senior notes | 1,100 |  |  | 2053 |  | 1,083 |  |  | — |  |  |  |  |  |  |  |  |
Floating-rate senior notes: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Floating-rate senior notes | 500 |  |  | 2023 |  | 500 |  |  | 500 |  |  |  |  |  |  |  |  |
Floating-rate senior notes | 1,566 |  |  | 2049-2073 |  | 1,548 |  |  | 1,027 |  |  |  |  |  |  |  |  |
Debentures: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
7.620% debentures | 276 |  |  | 2030 |  | 280 |  |  | 280 |  |  |  |  |  |  |  |  |
Pound Sterling notes: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
5.500% notes | 82 |  |  | 2031 |  | 82 |  |  | 79 |  |  |  |  |  |  |  |  |
5.125% notes | 563 |  |  | 2050 |  | 535 |  |  | 521 |  |  |  |  |  |  |  |  |
Euro senior notes: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
0.375% senior notes | 762 |  |  | 2023 |  | 761 |  |  | 745 |  |  |  |  |  |  |  |  |
1.625% senior notes | 762 |  |  | 2025 |  | 760 |  |  | 744 |  |  |  |  |  |  |  |  |
1.000% senior notes | 544 |  |  | 2028 |  | 542 |  |  | 531 |  |  |  |  |  |  |  |  |
1.500% senior notes | 544 |  |  | 2032 |  | 542 |  |  | 530 |  |  |  |  |  |  |  |  |
Canadian senior notes: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
2.125% senior notes | 555 |  |  | 2024 |  | 553 |  |  | 553 |  |  |  |  |  |  |  |  |
Finance lease obligations | 365 |  |  | 2023-2046 |  | 365 |  |  | 390 |  |  |  |  |  |  |  |  |
Facility notes and bonds | 320 |  |  | 2029-2045 |  | 320 |  |  | 320 |  |  |  |  |  |  |  |  |
Other debt | 13 |  |  | 2023-2026 |  | 13 |  |  | 36 |  |  |  |  |  |  |  |  |
Total debt | $ | 22,377 |  |  |  |  | 22,188 |  |  | 19,662 |  |  |  |  |  |  |  |  |
Less: current maturities |  |  |  |  | (2,332) |  |  | (2,341) |  |  |  |  |  |  |  |  |
Long-term debt |  |  |  |  | $ | 19,856 |  |  | $ | 17,321 |  |  |  |  |  |  |  |  |
Commercial Paper We are authorized to borrow up to $10.0 billion under a U.S. commercial paper program and €5.0 billion (in a variety of currencies) under a European commercial paper program. As of March 31, 2023, we had no outstanding balances under our commercial paper programs. The amount of commercial paper outstanding under these programs in 2023 is expected to fluctuate. Debt Classification We have classified certain floating-rate senior notes that are redeemable at the option of the note holder as long-term liabilities in our consolidated balance sheets, due to our intent and ability to refinance the debt if the put option is exercised. Debt Repayments During the first quarter of 2023, we repaid approximately $16 million of foreign currency-denominated debt assumed in the Bomi Group acquisition. On April 1, 2023, our 2.500% Senior Notes with a principal balance of $1.0 billion and our floating rate senior notes with a principal balance of $500 million matured and were repaid in full. Debt Issuances On February 23, 2023 we issued two series of notes in the principal amounts of $900 million and $1.1 billion. These notes bear interest at 4.875% and 5.050%, respectively, and mature on March 3, 2033 and March 3, 2053, respectively. Interest on the notes is payable semi-annually, beginning September 2023. Each series of notes is callable at our option at a redemption price equal to the greater of 100% of the principal amount, or the sum of the present values of scheduled payments of principal and interest, plus accrued and unpaid interest. On March 7, 2023 we issued floating rate senior notes with a principal balance of  $529 million. These notes bear interest at a rate equal to the compounded Secured Overnight Financing Rate ("SOFR") less 0.350% per year and mature on March 15, 2073. These notes are callable at various times after 30 years at a stated percentage of par value and are redeemable at the option of the note holders at various times after one year at a stated percentage of par value. Reference Rate Reform Our floating-rate senior notes that mature between 2049 and 2067 bear interest at rates that reference the London Interbank Offer Rate ("LIBOR") for U.S. Dollars. As part of a broader program of reference rate reform, it is expected that U.S. Dollar LIBOR rates will cease to be published after June 2023. We are currently working to transition these notes to an alternative reference rate, and we anticipate that the SOFR will be adopted in accordance with recommendations of the Alternative Reference Rates Committee. Sources of Credit We maintain two credit agreements with a consortium of banks. The first of these agreements provides revolving credit facilities of $1.0 billion, and expires on December 5, 2023. Amounts outstanding under this agreement bear interest at a periodic fixed rate equal to the term SOFR rate, plus 0.10% per annum and an applicable margin based on our then-current credit rating. The applicable margin from the credit pricing grid as of March 31, 2023 was 0.70%. Alternatively, a fluctuating rate of interest equal to the highest of (1) the rate of interest last quoted by The Wall Street Journal as the prime rate in the United States; (2) the Federal Funds effective rate plus 0.50%; or (3) the Adjusted Term SOFR Rate for a one-month interest period plus 1.00%, may be used at our discretion. The second agreement provides revolving credit facilities of $2.0 billion, and expires on December 7, 2026. Amounts outstanding under this facility bear interest at a periodic fixed rate equal to the term SOFR rate plus 0.10% per annum and an applicable margin based on our then-current credit rating. The applicable margin from the credit pricing grid as of March 31, 2023 was 0.875%. Alternatively, a fluctuating rate of interest equal to the highest of (1) the rate of interest last quoted by The Wall Street Journal as the prime rate in the United States; (2) the Federal Funds effective rate plus 0.50%; or (3) the Adjusted Term SOFR Rate for a one-month interest period plus 1.00%, plus an applicable margin, may be used at our discretion. If the credit ratings established by Standard & Poor's and Moody's differ, the higher rating will be used, except in cases where the lower rating is two or more levels lower. In these circumstances, the rating one step below the higher rating will be used. We are also able to request advances under these facilities based on competitive bids for the applicable interest rate. There were no amounts outstanding under these facilities as of March 31, 2023. Debt Covenants Our existing debt instruments and credit facilities subject us to certain financial covenants. As of March 31, 2023, and for all prior periods presented, we have satisfied these financial covenants. These covenants limit the amount of secured indebtedness that we may incur, and limit the amount of attributable debt in sale-leaseback transactions, to 10% of net tangible assets. As of March 31, 2023, 10% of net tangible assets was equivalent to $4.9 billion and we had no covered sale-leaseback transactions or secured indebtedness outstanding. We do not expect these covenants to have a material impact on our financial condition or liquidity. Fair Value of Debt Based on the borrowing rates currently available to us for long-term debt with similar terms and maturities, the fair value of long-term debt, including current maturities, was approximately $21.9 and $18.2 billion as of March 31, 2023 and December 31, 2022, respectively. We utilized Level 2 inputs in the fair value hierarchy of valuation techniques to determine the fair value of all of our debt instruments.

X
- References No definition available. + Details
Name: | us-gaap_DebtDisclosureAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- 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 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (h) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(c)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1 Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 470 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//470/tableOfContent Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (g) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1C -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1C -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1C -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1E -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1I -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1I -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1I -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I + Details
Name: | us-gaap_DebtDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration