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DEBT | 12 Months Ended
--- | ---
Dec. 31, 2023
Long-Term Debt, Unclassified [Abstract] |
DEBT | DEBT The following table sets forth our consolidated debt as of the dates indicated:
| December 31, 2023 |  | December 31, 2022 |  |
| (Millions of dollars)
Commercial paper outstanding (a) | $ | — |  |  | $ | — |  |  |
Senior unsecured obligations: |  |  |  |  |
$425 at 5.0% due September 2023 | — |  |  | 425 |  |  |
$500 at 7.5% due September 2023 | — |  |  | 500 |  |  |
$500 at 2.75% due September 2024 | 484 |  |  | 500 |  |  |
$250 at 3.2% due March 2025 (b) | 250 |  |  | — |  |  |
$500 at 4.9% due March 2025 | 500 |  |  | 500 |  |  |
$400 at 2.2% due September 2025 | 387 |  |  | 387 |  |  |
$600 at 5.85% due January 2026 | 600 |  |  | 600 |  |  |
$650 at 5.0% due March 2026 (b) | 650 |  |  | — |  |  |
$750 at 5.55% due November 2026 | 750 |  |  | — |  |  |
$500 at 4.0% due July 2027 | 500 |  |  | 500 |  |  |
$800 at 4.55% due July 2028 | 800 |  |  | 800 |  |  |
$100 at 6.875% due September 2028 | 100 |  |  | 100 |  |  |
$750 at 5.65% due November 2028 | 750 |  |  | — |  |  |
$700 at 4.35% due March 2029 | 700 |  |  | 700 |  |  |
$750 at 3.4% due September 2029 | 714 |  |  | 714 |  |  |
$850 at 3.1% due March 2030 | 780 |  |  | 780 |  |  |
$500 at 3.25% due June 2030 (b) | 500 |  |  | — |  |  |
$500 at 5.8% due November 2030 | 500 |  |  | — |  |  |
$600 at 6.35% due January 2031 | 600 |  |  | 600 |  |  |
$750 at 6.1% due November 2032 | 750 |  |  | 750 |  |  |
$1,500 at 6.05% due September 2033 | 1,500 |  |  | — |  |  |
$400 at 6.0% due June 2035 | 400 |  |  | 400 |  |  |
$600 at 6.65% due October 2036 | 600 |  |  | 600 |  |  |
$250 at 6.4% due May 2037 (b) | 250 |  |  | — |  |  |
$600 at 6.85% due October 2037 | 600 |  |  | 600 |  |  |
$650 at 6.125% due February 2041 | 650 |  |  | 650 |  |  |
$250 at 4.2% due December 2042 (b) | 250 |  |  | — |  |  |
$400 at 6.2% due September 2043 | 400 |  |  | 400 |  |  |
$550 at 5.15% due October 2043 (b) | 550 |  |  | — |  |  |
$250 at 4.2% due March 2045 (b) | 250 |  |  | — |  |  |
$500 at 4.25% due September 2046 (b) | 500 |  |  | — |  |  |
$700 at 4.95% due July 2047 | 564 |  |  | 689 |  |  |
$500 at 4.2% due October 2047 (b) | 500 |  |  | — |  |  |
$1,000 at 5.2% due July 2048 | 919 |  |  | 1,000 |  |  |
$500 at 4.85% due February 2049 (b) | 500 |  |  | — |  |  |
$750 at 4.45% due September 2049 | 576 |  |  | 673 |  |  |
$500 at 4.5% due March 2050 | 443 |  |  | 443 |  |  |
$800 at 3.95% due March 2050 (b) | 797 |  |  | — |  |  |
$300 at 7.15% due January 2051 | 300 |  |  | 300 |  |  |
$1,750 at 6.625% due September 2053 | 1,750 |  |  | — |  |  |
Guardian $120 term loan, rate of 6.58% as of December 31, 2023, due June 2025 | 120 |  |  | 120 |  |  |
Viking $60 term loan, rate of 6.71% as of December 31, 2023, due March 2026 | 60 |  |  | — |  |  |
Total debt | 22,794 |  |  | 13,731 |  |  |
Unamortized debt discounts | (1,015) |  |  | (35) |  |  |
Unamortized debt issuance costs and terminated swaps | (112) |  |  | (75) |  |  |
Current maturities of long-term debt | (484) |  |  | (925) |  |  |
Long-term debt | $ | 21,183 |  |  | $ | 12,696 |  |  |
(a) - Individual issuances of commercial paper under our commercial paper program generally mature in 90 days or less. (b) - Debt assumed in the Magellan Acquisition. Amounts are presented at face value with discount to fair value included in unamortized debt discounts. $2.5 Billion Credit Agreement - Our $2.5 Billion Credit Agreement, which expires in 2027, is a revolving credit facility and contains certain customary conditions for borrowing, as well as customary financial, affirmative and negative covenants. Among other things, these covenants include maintaining a ratio of consolidated net indebtedness to adjusted EBITDA (EBITDA, as defined in our $2.5 Billion Credit Agreement, adjusted for all noncash charges and increased for projected EBITDA from certain lender-approved capital expansion projects). In addition, adjusted EBITDA as defined in our $2.5 Billion Credit Agreement allows inclusion of the trailing 12 months of consolidated adjusted EBITDA of the acquired business. In the third quarter of 2023, we completed the Magellan Acquisition, which allowed us to elect an acquisition adjustment period under our $2.5 Billion Credit Agreement and, as a result, increased our leverage ratio covenant to 5.5 to 1 for the fourth quarter of 2023 and the following quarter. Thereafter, the covenant will decrease to 5.0 to 1. The $2.5 Billion Credit Agreement includes a $100 million sublimit for the issuance of standby letters of credit and a $200 million sublimit for swingline loans. Under the terms of the $2.5 Billion Credit Agreement, we may request up to an aggregate $1.0 billion increase in the size of the facility, upon satisfaction of customary conditions, including receipt of commitments from new lenders or increased commitments from existing lenders. The $2.5 Billion Credit Agreement contains provisions for an applicable margin rate and an annual facility fee, both of which adjust with changes in our credit ratings. Borrowings, if any, will accrue at Term SOFR plus an applicable margin based on our credit ratings at the time of determination plus an adjustment of 10 basis points. Under our current credit ratings, the applicable margin on any borrowings would be 110 basis points. We are required to pay an annual facility fee equal to the daily amount of aggregate commitments under the $2.5 Billion Credit Agreement times an applicable rate based on our credit rating at the time of determination. Under our current credit ratings, the applicable rate is 15 basis points. We have the option to request two one-year maturity extensions, subject to lender approvals. The $2.5 Billion Credit Agreement also contains various customary events of default, the occurrence of which could result in a termination of the lenders’ commitments and the acceleration of all of our obligations thereunder. As of December 31, 2023, we had no outstanding borrowings, our ratio of consolidated indebtedness to adjusted EBITDA was 3.6 to 1, and we were in compliance with all covenants under our $2.5 Billion Credit Agreement. Viking Term Loan Agreement - In March 2023, Viking entered into a $60 million senior unsecured term loan agreement, which is fully drawn. The proceeds were used to repay intercompany debt with ONEOK and for general corporate purposes. The Viking Term Loan Agreement matures in March 2026 and bears interest at Term SOFR plus an applicable margin based on Viking’s credit rating at the time of determination plus an adjustment of 10 basis points. Under Viking’s current credit ratings, the applicable margin is 125 basis points. The Viking Term Loan Agreement allows prepayment of all or any portion outstanding without penalty or premium. As of December 31, 2023, Viking was in compliance with all covenants under the Viking Term Loan Agreement. Guardian Term Loan Agreement - In 2022, Guardian entered into a $120 million unsecured term loan agreement, which is fully drawn. The proceeds were used to repay intercompany debt with ONEOK. The Guardian Term Loan Agreement matures in June 2025, and bears interest at Term SOFR plus an applicable margin based on Guardian’s credit rating at the time of determination plus an adjustment of 10 basis points. Under Guardian’s current credit ratings, the applicable margin is 112.5 basis points. The Guardian Term Loan Agreement allows prepayment of all or any portion outstanding without penalty or premium. As of December 31, 2023, Guardian was in compliance with all covenants under the Guardian Term Loan Agreement. Senior Unsecured Obligations - All notes are senior unsecured obligations, ranking equally in right of payment with all of our existing and future unsecured senior indebtedness, and are structurally subordinate to any of the existing and future debt and other liabilities of any non guarantor subsidiaries. Debt Issuances - In August 2023, we completed an underwritten public offering of $5.25 billion senior unsecured notes consisting of $750 million, 5.55% senior notes due 2026; $750 million, 5.65% senior notes due 2028; $500 million, 5.80% senior notes due 2030; $1.5 billion, 6.05% senior notes due 2033; and $1.75 billion, 6.625% senior notes due 2053. The net proceeds, after deducting underwriting discounts, commissions and offering expenses, were $5.2 billion. The net proceeds were used to fund the cash consideration and other costs related to the Magellan Acquisition. In 2022, we completed an underwritten public offering of $750 million, 6.1% senior unsecured notes due 2032. The net proceeds, after deducting underwriting discounts, commissions and offering expenses, were $742 million. The proceeds were used primarily to repay all outstanding amounts under our commercial paper program. The remainder was used for general corporate purposes. Debt Repayments - In 2023, we repurchased in the open market outstanding principal of certain of our senior notes in the amount of $322 million for an aggregate repurchase price of $280 million, including accrued and unpaid interest, with cash on hand. In connection with these open market repurchases, we recognized $41 million of net gains on extinguishment of debt, which is included in other income (expense), net in our Consolidated Statement of Income for the year ended December 31, 2023. In June 2023, we redeemed our $500 million, 7.5% senior notes due September 2023 at 100% of the principal amount, plus accrued and unpaid interest, with cash on hand. In February 2023, we redeemed our $425 million, 5.0% senior notes due September 2023 at 100% of the principal amount, plus accrued and unpaid interest, with cash on hand. In 2022, we redeemed the remaining $896 million of our 3.375% senior notes due October 2022 at 100% of the principal amount, plus accrued and unpaid interest, with cash on hand and short-term borrowings. In 2021, we redeemed the remaining $536 million of our $700 million, 4.25% senior notes due February 2022 at 100% of the principal amount, plus accrued and unpaid interest, with cash on hand and short-term borrowings. In 2021, we repaid the remaining $12 million of Guardian’s senior notes due December 2022 with cash on hand. In 2021, we repurchased in the open market outstanding principal of certain of our senior notes in the amount of $55 million for an aggregate repurchase price of $55 million with cash on hand. The aggregate maturities of long-term debt outstanding and interest payments on debt as of December 31, 2023, for the years 2024 through 2028 are shown below:
|  | Senior Unsecured Obligations |  |  |  |  |  | Guardian |  | Viking |  | Interest Obligations on Debt |  | Total
|  | (Millions of dollars)
2024 |  | $ | 484 |  |  |  |  |  |  | $ | — |  |  | $ | — |  |  | $ | 1,167 |  |  | $ | 1,651 |
2025 |  | $ | 1,137 |  |  |  |  |  |  | $ | 120 |  |  | $ | — |  |  | $ | 1,124 |  |  | $ | 2,381 |
2026 |  | $ | 2,000 |  |  |  |  |  |  | $ | — |  |  | $ | 60 |  |  | $ | 1,038 |  |  | $ | 3,098 |
2027 |  | $ | 500 |  |  |  |  |  |  | $ | — |  |  | $ | — |  |  | $ | 987 |  |  | $ | 1,487 |
2028 |  | $ | 1,650 |  |  |  |  |  |  | $ | — |  |  | $ | — |  |  | $ | 951 |  |  | $ | 2,601 |
Compliance with Debt Covenants - As of December 31, 2023, we were in compliance with the covenants contained in our various debt agreements. Other - We amortize premiums, discounts and expenses incurred in connection with the issuance of long-term debt consistent with the terms of the respective debt instrument. Debt Guarantees - In December 2023, ONEOK assumed the debt obligations of Magellan under its previous debt indentures and Magellan provided a guarantee of the outstanding notes. As of December 31, 2023, Magellan no longer has debt obligations outstanding. ONEOK, ONEOK Partners, the Intermediate Partnership and Magellan have cross guarantees in place for ONEOK’s and ONEOK Partners’ indebtedness. The Guardian Term Loan Agreement and Viking Term Loan Agreement are not guaranteed by ONEOK, ONEOK Partners, the Intermediate Partnership or Magellan.

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