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DEBT AND CREDIT FACILITIES | 12 Months Ended
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Dec. 31, 2024
Debt Disclosure [Abstract] |
DEBT AND CREDIT FACILITIES |
DEBT AND CREDIT FACILITIES
Debt Outstanding At December 31, 2024 and 2023, we had the following debt outstanding:
as of December 31 (in millions) | Effective interest rate as of December 31,2024¹ | 2024 1 |  | 2023 1
Commercial paper | 4.8 | % | $ | 300 |  |  | $ | — |
0.4% notes due 2024 | — | % | — |  |  | 828 |
1.322% notes due 2024 | — | % | — |  |  | 1,398 |
7.0% notes due 2024 | — | % | — |  |  | 13 |
Floating-rate notes due 2024 | — | % | — |  |  | 300 |
Term loan maturing 2024 | — | % | — |  |  | 130 |
1.3% notes due 2025 | 1.5 | % | 625 |  |  | 662 |
Delayed draw term loan due 2025 | 5.7 | % | 1,826 |  |  | — |
2.6% notes due 2026 | 2.7 | % | 749 |  |  | 748 |
Term loan maturing 2026 | 6.7 | % | 1,643 |  |  | 1,643 |
7.65% debentures due 2027 | 7.7 | % | 5 |  |  | 5 |
1.915% notes due 2027 | 2.0 | % | 1,446 |  |  | 1,445 |
6.625% debentures due 2028 | 5.8 | % | 94 |  |  | 95 |
2.272% notes due 2028 | 2.4 | % | 1,245 |  |  | 1,244 |
1.3% notes due 2029 | 1.5 | % | 776 |  |  | 828 |
3.95% notes due 2030 | 4.1 | % | 497 |  |  | 496 |
1.73% notes due 2031 | 2.7 | % | 646 |  |  | 646 |
2.539% notes due 2032 | 2.6 | % | 1,541 |  |  | 1,540 |
6.25% notes due 2037 | 6.3 | % | 266 |  |  | 265 |
3.65% notes due 2042 | 5.4 | % | 6 |  |  | 6 |
4.5% notes due 2043 | 4.6 | % | 256 |  |  | 256 |
3.5% notes due 2046 | 3.7 | % | 441 |  |  | 440 |
3.132% notes due 2051 | 3.2 | % | 743 |  |  | 741 |
Finance leases and other | 4.2 | % | 21 |  |  | 27 |
Total debt and finance lease obligations |  | 13,126 |  |  | 13,756 |
Short-term debt |  | (2,126) |  |  | — |
Current maturities of long-term debt and finance lease obligations |  | (626) |  |  | (2,667) |
Long-term debt and finance lease obligations |  | $ | 10,374 |  |  | $ | 11,089 |
1 Book values include any discounts, premiums and adjustments related to hedging instruments and effective interest rates reflect amortization of those items. Significant Debt Activity In February 2025, we repaid $1.00 billion under our $1.64 billion five-year term loan facility maturing in 2026. In 2024, we repaid our $13 million 7.0% notes due 2024, $809 million 0.4% notes due 2024, $1.40 billion 1.322% notes due 2024, $300 million floating rate notes due 2024 and $130 million three-year term loan facility due 2024. In 2023, we repaid our $800 million 0.868% notes due 2023, our $300 million floating rate notes due 2023 and $1.54 billion under our $2.00 billion three-year term loan facility maturing in 2024. The loss from our early extinguishments of debt in 2023 was not significant. Credit Facilities On July 17, 2024, we entered into a credit agreement pursuant to which a group of banks provided us with senior unsecured term loans in an aggregate principal amount of up to $2.05 billion ("the bridge facility"). Borrowings under the bridge facility were available in up to three drawings to fund (a) the refinancing of our 1.322% Senior Notes due November 29, 2024, our Floating Rate Notes due November 29, 2024, and certain borrowings under our existing term loan facility and (b) payment of certain U.S. tax liabilities arising from internal reorganization transactions related to the sale of our Kidney Care business. Borrowings under the bridge facility bore interest at a rate based on our long-term debt ratings in effect from time to time and the interest rate on any borrowings outstanding beyond December 31, 2024 would increase by 0.25%. We also incurred a ticking fee on undrawn commitments at a rate based on our long-term debt ratings in effect from time to time. The banks' funding commitments under the bridge facility terminated on December 31, 2024. Outstanding borrowings under the bridge facility were scheduled to mature on the earlier of 364 days from the first funding date and November 24, 2025. Additionally, we were required to use the net cash proceeds from certain transactions (including from the sale of our Kidney Care business) to repay any outstanding borrowings under the bridge facility. The bridge facility contained financial and other covenants, including a net leverage covenant, and provided for customary events of default. In November 2024, we reduced the bridge facility capacity from $2.05 billion to $1.83 billion. Additionally, during the fourth quarter of 2024 we drew on the bridge facility to repay our 1.322% Senior Notes due November 29, 2024, our Floating Rate Notes due November 29, 2024 and the outstanding balance on our three-year term loan facility. There was $1.83 billion outstanding under this bridge facility as of December 31, 2024. In January 2025, we used a portion of the approximately $3.4 billion of net after-tax cash proceeds from the sale of our Kidney Care business to repay the $1.83 billion outstanding under the bridge facility, at which time it was terminated. In the first quarter of 2024, we amended the credit agreements governing our U.S. dollar-denominated term loan credit facility and revolving credit facility and the guaranty agreement with respect to our Euro-denominated revolving credit facility to increase the maximum net leverage ratio covenant for the six fiscal quarters ending June 30, 2024, September 30, 2024, December 31, 2024, March 31, 2025, June 30, 2025, and September 30, 2025. In accordance with the terms of the amendment, the capacity under our U.S dollar-denominated revolving credit facility was reduced from $2.50 billion to $2.00 billion on September 30, 2024. As of December 31, 2024, we were in compliance with the financial covenants in these agreements. Costs incurred in connection with the amendment were not material. In the first quarter of 2023, we previously amended the credit agreements governing our U.S. Dollar-denominated term loan credit facility and revolving credit facility and the guaranty agreement with respect to our Euro-denominated revolving credit facility, in each case to amend the net leverage ratio covenant to increase the maximum net leverage ratio for the four fiscal quarters ending March 31, 2023, June 30, 2023, September 30, 2023 and December 31, 2023. As of December 31, 2024, we had a U.S. Dollar-denominated term loan credit facility, which had one tranche of term loans outstanding, a U.S. Dollar-denominated revolving credit facility and a Euro-denominated revolving credit facility. Borrowings under the term loan credit facility bear interest on the principal amount outstanding at either Term SOFR plus an applicable margin plus a credit spread adjustment or a “base rate” plus an applicable margin. The term loan credit facility contains various covenants, including a maximum net leverage ratio. We have the option to prepay outstanding amounts under the term loan credit facility in whole or in part at any time. In addition to our U.S. dollar-denominated revolving credit facility with a current capacity of $2.00 billion, our Euro-denominated revolving credit facility has a capacity of €200 million. Fees under the credit facilities are 0.125% annually as of December 31, 2024 and 2023, and are based on our credit ratings and the total capacity of the facility. There were no borrowings outstanding under these credit facilities as of December 31, 2024 or 2023. Our commercial paper borrowing arrangements require us to maintain undrawn borrowing capacity under our revolving credit facilities for an amount at least equal to our outstanding commercial paper borrowings. Each of the revolving credit facilities is scheduled to mature in 2026. The revolving credit facilities enable us to borrow funds on an unsecured basis at variable interest rates and contain various covenants, including a maximum net leverage ratio. Based on our covenant calculations as of December 31, 2024 we have capacity to draw on the full amounts under our revolving credit facilities, less commercial paper borrowings which were $300 million at year-end. We also maintain other credit arrangements, which totaled approximately $412 million and $238 million as of December 31, 2024 and 2023, respectively. The increase over the prior year is due to additional credit arrangements entered into in preparation for the sale of our Kidney Care business. There were no amounts outstanding under these arrangements as of December 31, 2024 and 2023. As of December 31, 2024, we were in compliance with the financial covenants in these agreements. The non-performance of any financial institution supporting any of the credit facilities would reduce the maximum capacity of these facilities by each institution’s respective commitment. Commercial Paper As of December 31, 2024, we had $300 million of commercial paper outstanding with a weighted-average interest rate of 4.78% and an original term of 45 days. There was no commercial paper outstanding as of December 31, 2023. In 2025, we repaid the $300 million balance outstanding as of December 31, 2024. Future Debt and Finance Lease Maturities
as of and for the years ended December 31 (in millions) | Debt maturities
2025 | $ | 2,757 |
2026 | 2,398 |
2027 | 1,458 |
2028 | 1,345 |
2029 | 784 |
Thereafter | 4,438 |
Total debt and finance lease maturities | 13,180 |
Discounts, premiums, and adjustments relating to hedging instruments | (54) |
Total debt and finance lease obligations | $ | 13,126 |

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- 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 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org/1943274/2147481544/470-10-50-6 Reference 2: 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