Indebtedness | 9 Months Ended |
|---|---|
Sep. 30, 2011 | |
| Indebtedness [Abstract] | |
| INDEBTEDNESS |
NOTE 9. INDEBTEDNESS
In August 2011, we completed a private placement of $750 million 3.2% senior notes that
have registration rights and will mature in August 2021 (“3.2% Notes”) under our Indenture
dated October 28, 2008. Net proceeds from the offering were approximately $742 million after
deducting the underwriting discounts and expenses of the offering. Interest is payable February 15
and August 15 of each year. The 3.2% Notes are senior unsecured obligations and rank equal in
right of payment to all of our existing and future indebtedness; senior in right of payment to any future subordinated indebtedness; and effectively junior to our future secured indebtedness, if any, and structurally subordinated to all existing
and future indebtedness of our subsidiaries. We may redeem, at our option, all or part of the 3.2% Notes at
any time, at the applicable make-whole redemption prices plus accrued and unpaid interest to the
date of redemption. In September 2011, we used $563 million of the net proceeds from the offering to redeem in full
our 6.5% Notes, and the remainder will be used for general corporate purposes, which could include
funding on-going operations, business acquisitions and repurchases of our common stock. The redemption of our 6.5% Notes resulted in a payment of a redemption premium of $63
million and in a pretax loss on the early extinguishment of this debt of $40
million, which includes the redemption
premium, the write off of the remaining original debt
issuance costs and debt discount, partially offset by the $25 million gain from the termination of
two related interest rate swap agreements.
In June 2011, we repaid the $250 million principal amount of our 5.75% Notes using proceeds
from U.S. Treasury Bills that matured in May 2011.
In September 2011, we entered into a five-year committed $2.5 billion revolving credit
facility maturing in September 2016. The new revolving credit facility replaced our existing
committed revolving credit facilities of $500 million maturing in July 2012 and $1.2 billion
maturing in March 2013, both of which were terminated in September 2011. There were no direct
borrowings under committed revolving credit facilities during the nine months ended
September 30, 2011. We also have a commercial paper program under which we may issue up to $1.0
billion in commercial paper with maturity of no more than 270 days. To the extent we have
outstanding commercial paper, our ability to borrow under the facility is reduced. At September
30, 2011, we had no outstanding commercial paper.
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