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LONG-TERM DEBT AND FINANCING ARRANGEMENTS | 6 Months Ended
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Jun. 27, 2020
Debt Disclosure [Abstract] |
LONG-TERM DEBT AND FINANCING ARRANGEMENTS | LONG-TERM DEBT AND FINANCING ARRANGEMENTS Long-term debt and financing arrangements at June 27, 2020 and December 28, 2019 are as follows:
|  |  | June 27, 2020 |  |  |  |  |  |  |  |  |  |  |  | December 28, 2019
(Millions of Dollars) | Interest Rate |  | Original Notional |  | Unamortized Discount |  | Unamortized Gain/(Loss) Terminated Swaps 1 |  | Purchase Accounting FV Adjustment |  | Deferred Financing Fees |  | Carrying Value |  | Carrying Value
Notes payable due 2021 | 3.40% |  | $ | 400.0 |  |  | $ | (0.1) |  |  | $ | 5.0 |  |  | $ | — |  |  | $ | (0.4) |  |  | $ | 404.5 |  |  | $ | 406.0 |
Notes payable due 2022 | 2.90% |  | 754.3 |  |  | (0.2) |  |  | — |  |  | — |  |  | (1.4) |  |  | 752.7 |  |  | 752.3 |
Notes payable due 2026 | 3.40% |  | 500.0 |  |  | (0.6) |  |  | — |  |  | — |  |  | (2.6) |  |  | 496.8 |  |  | 496.5 |
Notes payable due 2028 | 7.05% |  | 150.0 |  |  | — |  |  | 8.7 |  |  | 8.5 |  |  | — |  |  | 167.2 |  |  | 168.3 |
Notes payable due 2028 | 4.25% |  | 500.0 |  |  | (0.3) |  |  | — |  |  | — |  |  | (3.7) |  |  | 496.0 |  |  | 495.8 |
Notes payable due 2030 | 2.30% |  | 750.0 |  |  | (2.4) |  |  | — |  |  | — |  |  | (5.1) |  |  | 742.5 |  |  | — |
Notes payable due 2040 | 5.20% |  | 400.0 |  |  | (0.2) |  |  | (29.7) |  |  | — |  |  | (2.8) |  |  | 367.3 |  |  | 366.5 |
Notes payable due 2048 | 4.85% |  | 500.0 |  |  | (0.5) |  |  | — |  |  | — |  |  | (5.3) |  |  | 494.2 |  |  | 494.1 |
Notes payable due 2060 (junior subordinated) | 4.00% |  | 750.0 |  |  | — |  |  | — |  |  | — |  |  | (9.4) |  |  | 740.6 |  |  | — |
Total long-term debt, including current maturities |  |  | $ | 4,704.3 |  |  | $ | (4.3) |  |  | $ | (16.0) |  |  | $ | 8.5 |  |  | $ | (30.7) |  |  | $ | 4,661.8 |  |  | $ | 3,179.5 |
Less: Current maturities of long-term debt |  |  |  |  |  |  |  |  |  |  |  |  | (3.1) |  |  | (3.1) |
Long-term debt |  |  |  |  |  |  |  |  |  |  |  |  | $ | 4,658.7 |  |  | $ | 3,176.4 |
1Unamortized gain/(loss) associated with interest rate swaps are more fully discussed in Note I, Financial Instruments. In February 2020, the Company issued $750.0 million of senior unsecured term notes maturing March 15, 2030 ("2030 Term Notes") and $750.0 million of fixed-to-fixed reset rate junior subordinated debentures maturing March 15, 2060 (“2060 Junior Subordinated Debentures”). The 2030 Term Notes accrue interest at a fixed rate of 2.3% per annum, with interest payable semi-annually in arrears, and rank equally in right of payment with all of the Company's existing and future unsecured and unsubordinated debt. The 2060 Junior Subordinated Debentures bear interest at a fixed rate of 4.0% per annum, payable semi-annually in arrears, up to but excluding March 15, 2025. From and including March 15, 2025, the interest rate will be reset for each subsequent five-year reset period equal to the Five-Year Treasury Rate plus 2.657%. The Five-Year Treasury Rate is based on the average yields on actively traded U.S. treasury securities adjusted to constant maturity, for five-year maturities. On each five-year reset date, the 2060 Junior Subordinated Debentures can be called at 100% of the principal amount, plus accrued interest, if any. The 2060 Junior Subordinated Debentures are unsecured and rank subordinate and junior in right of payment to all of the Company’s existing and future senior debt. The Company received total net proceeds from these offerings of approximately $1.483 billion, net of underwriting expenses and other fees associated with the transactions. The net proceeds from the offerings were used for general corporate purposes, including acquisition funding. The Company has a $3.0 billion commercial paper program which includes Euro denominated borrowings in addition to U.S. Dollars. As of June 27, 2020, the Company had $697.7 million of borrowings outstanding, of which approximately $299.7 million in Euro denominated commercial paper was designated as a net investment hedge. As of December 28, 2019, the Company had $335.5 million of borrowings outstanding representing Euro denominated commercial paper, which was designated as a net investment hedge. Refer to Note I, Financial Instruments, for further discussion. The Company has a five-year $2.0 billion committed credit facility (the “5-Year Credit Agreement”). Borrowings under the 5-Year Credit Agreement may be made in U.S. Dollars, Euros or Pounds Sterling. A sub-limit amount of $653.3 million is designated for swing line advances which may be drawn in Euros pursuant to the terms of the 5-Year Credit Agreement. Borrowings bear interest at a floating rate plus an applicable margin dependent upon the denomination of the borrowing and specific terms of the 5-Year Credit Agreement. The Company must repay all advances under the 5-Year Credit Agreement by the earlier of September 12, 2023 or upon termination. The 5-Year Credit Agreement is designated to be a liquidity back-stop for the Company's $3.0 billion U.S. Dollar and Euro commercial paper program. As of June 27, 2020, and December 28, 2019, the Company had not drawn on its five-year committed credit facility. The Company has a 364-Day $1.0 billion committed credit facility (the "364-Day Credit Agreement"). Borrowings under the 364-Day Credit Agreement may be made in U.S. Dollars or Euros and bear interest at a floating rate plus an applicable margin dependent upon the denomination of the borrowing and pursuant to the terms of the 364-Day Credit Agreement. The Company must repay all advances under the 364-Day Credit Agreement by the earlier of September 9, 2020 or upon termination. The Company may, however, convert all advances outstanding upon termination into a term loan that shall be repaid in full no later than the first anniversary of the termination date provided that the Company, among other things, pays a fee to the administrative agent for the account of each lender. The 364-Day Credit Agreement serves as part of the liquidity back-stop for the Company’s $3.0 billion U.S. Dollar and Euro commercial paper program. As of June 27, 2020, and December 28, 2019, the Company had not drawn on its 364-Day committed credit facility. The Company has an interest coverage covenant that must be maintained to permit continued access to its committed credit facilities described above. The interest coverage ratio tested for covenant compliance compares adjusted Earnings Before Interest, Taxes, Depreciation and Amortization to adjusted Interest Expense ("adjusted EBITDA"/"adjusted Interest Expense"). In April 2020, the Company entered into amendments to its 5-Year Credit Agreement and 364-Day Credit Agreement to: (a) amend the definition of Adjusted EBITDA to allow for additional adjustment addbacks, which primarily relate to anticipated incremental charges related to the COVID-19 pandemic, for amounts incurred beginning in the second quarter of 2020 through the second quarter of 2021, and (b) lower the minimum interest coverage ratio from 3.5 to 2.5 times for the period from and including the second quarter of 2020 through the end of fiscal year 2021.

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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://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -URI http://asc.fasb.org/topic&trid=2208564 + Details
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