Long-Term Debt

Long-term debt as of September 30, 2018 and December 31, 2017, consisted of the following (in millions):



	September 30,			December 31,
	2018			2017
Senior Notes due April 2018, interest payable semi-annually at 2.000% (1)	—			250
Senior Notes due October 2018, interest payable semi-annually at 2.850%	—			750
Senior Notes due October 2020, interest payable semi-annually at 3.625% ("2020 Notes")	1,150			1,150
Senior Euro Notes due January 2021, interest payable annually at 0.400% ("2021 Euro Notes")	580			599
Senior Notes due August 2021, interest payable semi-annually at 2.250% ("2021 Notes")	750			750
Senior GBP Notes due June 2022, interest payable annually at 1.700% ("2022 GBP Notes")	391			405
Senior Notes due October 2022, interest payable semi-annually at 4.500% ("2022 Notes")	300			300
Senior Notes due April 2023, interest payable semi-annually at 3.500% ("2023 Notes")	700			700
Senior Notes due June 2024, interest payable semi-annually at 3.875% ("2024 Notes")	400			400
Senior Euro Notes due July 2024, interest payable annually at 1.100% ("2024 Euro Notes")	580			599
Senior Notes due October 2025, interest payable semi-annually at 5.000% ("2025 Notes")	900			900
Senior Notes due August 2026, interest payable semi-annually at 3.000% ("2026 Notes")	1,250			1,250
Senior Notes due May 2028, interest payable semi-annually at 4.250% ("2028 Notes")	400			—
Senior Notes due August 2046, interest payable semi-annually at 4.500% ("2046 Notes")	500			500
Senior Notes due May 2048, interest payable semi-annually at 4.750% ("2048 Notes")	600			—
Revolving Credit Facility (2)	582			195
Other	(45		)	15
	9,038			8,763
Current portion	(40		)	(1,045		)
Long-term debt, excluding current portion	$	8,998		$	7,718


(1)	These Senior Notes were repaid on April 13, 2018 with borrowings on the Revolving Credit Facility.


(2)	Interest on the Revolving Credit Facility is generally payable at LIBOR plus an applicable margin of up to 1.625% plus an unused commitment fee of up to 0.225%, each based upon the Company's corporate credit ratings. As of September 30, 2018, the weighted average interest rate on the Revolving Credit Facility, excluding fees, was 3.42%.

On September 21, 2018, FIS entered into a Seventh Amendment and Restatement Agreement (“Credit Facility Amendment”), which amends and restates FIS’ existing credit agreement (as amended, the “Restated Credit Agreement”). The Credit Facility Amendment increases the revolving credit commitments outstanding under the revolving credit facility (“Revolving Credit Facility”) existing under the Restated Credit Agreement from $3.0 billion to $4.0 billion and extends the term of the Restated Credit Agreement to September 21, 2023. Borrowings under the Revolving Credit Facility will be used for general corporate purposes, including backstopping any Notes that FIS may issue under the Commercial Paper Program described below. As of September 30, 2018, the outstanding principal balance of the Revolving Credit Facility was $582 million, with $3,412 million of borrowing capacity remaining thereunder (net of $6 million in outstanding letters of credit issued under the Revolving Credit Facility).

On September 21, 2018, FIS established a U.S. commercial paper program (the “Commercial Paper Program”) for the issuance and sale of senior, unsecured commercial paper notes (the “Notes”), up to a maximum aggregate amount outstanding at any time of $4.0 billion. The Notes will have maturities of up to 397 days from the date of issue. The proceeds of the Notes are expected to be used for general corporate purposes. As of September 30, 2018, there were no outstanding Notes under the Commercial Paper Program.

The obligations of FIS under the FIS Credit Agreement, Commercial Paper Program and under all of its outstanding senior notes rank equal in priority and are unsecured. The FIS Credit Agreement and the senior notes are subject to customary covenants, including, among others, limitations under the FIS Credit Agreement on the payment of dividends by FIS, and customary events of default.

On March 15, 2017, FIS redeemed 100% of the outstanding aggregate principal amount of its $700 million 5.000% Senior Notes due March 2022 (the "March 2022 Notes"). On February 1, 2017, the Company also paid down the outstanding balance on the syndicated term loan agreement ("2018 Term Loans"). The redemption of the March 2022 Notes and the repayment of the 2018 Term Loans were funded by borrowings under the Revolving Credit Facility and cash proceeds from the sale of the Public Sector and Education business. As a result of the redemption of the March 2022 Notes and the repayment of the 2018 Term Loans, FIS incurred a pre-tax charge of approximately $25 million consisting of the call premium on the March 2022 Notes and the write-off of previously capitalized debt issuance costs.

On July 10, 2017, FIS issued €1,000 million and £300 million principal amount of senior notes in an inaugural European bond offering. The senior notes include €500 million of Senior Notes due in 2021 that bear interest at 0.400%, £300 million of Senior Notes due in 2022 that bear interest at 1.700% and €500 million of Senior Notes due in 2024 that bear interest at 1.100%. Net proceeds from the offering, after deducting discounts and underwriting fees, were $1,491 million using a conversion rate of 1.12 EUR/USD and 1.27 GBP/USD.

On July 25, 2017, pursuant to cash tender offers ("Tender Offers"), FIS repurchased approximately $2,000 million in aggregate principal amount of debt securities with a weighted average coupon of approximately 4%. The following approximate amounts of FIS' debt securities were repurchased: $600 million of its 3.625% notes due 2020, $600 million of its 5.000% notes due 2025, $200 million of its 4.500% notes due 2022, $300 million of its 3.875% notes due 2024 and $300 million of its 3.500% notes due 2023. The Company funded the Tender Offers with proceeds from the European bond offering and borrowings on its Revolving Credit Facility, approximately $469 million of which were almost immediately repaid with proceeds from the sale of a majority ownership stake in the Capco consulting business and risk and compliance consulting business, which was completed on July 31, 2017 (see Note 12). FIS paid approximately $150 million in tender premiums to par to purchase the notes in the Tender Offers and incurred a pre-tax charge upon extinguishment of approximately $167 million in tender premiums, the write-off of previously capitalized debt issue costs and other direct costs.

On May 16, 2018, FIS issued $1,000 million principal amount of new senior notes, including $400 million of Senior Notes due in 2028 that bear interest at 4.250% and $600 million of Senior Notes due in 2048 that bear interest at 4.750%. Net proceeds from the offering, after deducting discounts and underwriting fees, were $979 million. FIS used the proceeds to partially repay its Revolving Credit Facility.

On June 15, 2018, FIS redeemed 100% of the outstanding aggregate principal amount of its $750 million 2.850% Senior Notes due October 2018. As a result of the redemption, FIS incurred a pre-tax charge of approximately $1 million consisting of the call premium and the write-off of previously capitalized debt issuance costs.

The following summarizes the aggregate maturities of our debt and capital leases on stated contractual maturities, excluding unamortized non-cash bond discounts of $41 million, as of September 30, 2018 (in millions).



	Total
2018	$	13
2019	36
2020	1,157
2021	1,331
2022	691
Thereafter	5,912
Total principal payments	9,140
Debt issuance costs, net of accumulated amortization	(61		)
Total long-term debt	$	9,079

There are no mandatory principal payments on the Revolving Credit Facility and any balance outstanding on the Revolving Credit Facility will be due and payable at its scheduled maturity date, which occurs at September 21, 2023.

FIS may redeem the 2020 Notes, 2021 Notes, 2021 Euro Notes, 2022 Notes, 2022 GBP Notes, 2023 Notes, 2024 Notes, 2024 Euro Notes, 2025 Notes, 2026 Notes, 2028 Notes, 2046 Notes and 2048 Notes at its option in whole or in part, at any time and from time to time, at a redemption price equal to the greater of 100% of the principal amount to be redeemed and a make-whole amount calculated as described in the related indenture in each case plus accrued and unpaid interest to, but excluding, the date of redemption, provided no make-whole amount will be paid for redemptions of the 2020 Notes, the 2021 Notes, the 2021 Euro Notes and the 2022 GBP Notes during the one month prior to their maturity, the 2022 Notes during the two months prior to their maturity, the 2023 Notes, the 2024 Notes, the 2024 Euro Notes, the 2025 Notes, the 2026 Notes and the 2028 Notes during the three months prior to their maturity, and the 2046 Notes and 2048 Notes during the six months prior to their maturity.

Debt issuance costs of $61 million, net of accumulated amortization, remain capitalized as of September 30, 2018, related to all of the above outstanding debt.

We monitor the financial stability of our counterparties on an ongoing basis. The lender commitments under the undrawn portions of the Revolving Credit Facility are comprised of a diversified set of financial institutions, both domestic and international. The failure of any single lender to perform its obligations under the Revolving Credit Facility would not adversely impact our ability to fund operations.

The fair value of the Company’s long-term debt is estimated to be approximately $97 million lower than the carrying value excluding unamortized discounts as of September 30, 2018. This estimate is based on quoted prices of our senior notes and trades of our other debt in close proximity to September 30, 2018, which are considered Level 2-type measurements. This estimate is subjective in nature and involves uncertainties and significant judgment in the interpretation of current market data. Therefore, the values presented are not necessarily indicative of amounts the Company could realize or settle currently.