v3.24.2
DEBT
 6 Months Ended
Jun. 30, 2024
Debt Disclosure [Abstract]  
DEBT DEBT
Short-Term Debt and Current Portion of Long-Term Debt is comprised of the following:

In millionsJune 30, 2024December 31, 2023
Short-Term Borrowings$11 $18 
Current Portion of Finance Leases and Financing Obligations7 7 
Current Portion of Long-Term Debt(a)
309 739 
Total Short-Term Debt and Current Portion of Long-Term Debt
$327 $764 
(a) Includes the 4.125% Senior Notes due August 2024 and 0.821% Senior Notes redeemed April 2024.
Long-Term Debt is comprised of the following:

In millions
June 30, 2024
December 31, 2023
Senior Notes with interest payable semi-annually at 0.821%, effective rate of 0.82%, payable in 2024(a)
$— $400 
Senior Notes with interest payable semi-annually at 4.125%, effective rate of 4.13%, payable in 2024(b)
300 300 
Senior Notes with interest payable semi-annually at 1.512%, effective rate of 1.52%, payable in 2026(a)
400 400 
Senior Notes with interest payable semi-annually at 4.75%, effective rate of 4.78%, payable in 2027(a)
300 300 
Senior Notes with interest payable semi-annually at 3.50%, effective rate of 3.53%, payable in 2028(a)
450 450 
Senior Notes with interest payable semi-annually at 3.50%, effective rate of 3.53%, payable in 2029(a)
350 350 
Senior Notes (€290 million) with interest payable semi-annually at 2.625%, effective rate of 2.65%, payable in 2029(a)
311 321 
Senior Notes with interest payable semi-annually at 3.75%, effective rate of 3.79%, payable in 2030(a)
400 400 
Senior Notes with interest payable semi-annually at 6.375%, effective rate of 6.45%, payable in 2032(a)
500 — 
Green Bond, net of unamortized premium with interest payable at 4.00%, effective rate of 1.72%, payable in 2026(a)
105 106 
Senior Secured Term Loan A-2 Facility with interest payable quarterly at 2.67%, effective rate of 2.68% payable in 2028(a)
425 425 
Senior Secured Term Loan A-3 Facility with interest payable monthly payable at floating rates (7.18% at June 30, 2024), effective rate of 7.20%, payable in 2028(a)
250 250 
Senior Secured Term Loan A-5 Facility with interest payable monthly payable at floating rates (7.18% at June 30, 2024), effective rate of 7.20%, payable in 2029(a)
50 — 
Senior Secured Term Loan A-6 Facility with interest payable monthly payable at floating rates (7.18% at June 30, 2024), effective rate of 7.20%, payable in 2029(a)
200 — 
Senior Secured Term Loan A-1 Facilities with interest payable at various dates at floating rates (6.93% at June 30, 2024) payable through 2029(a)
500 508 
Senior Secured Term Loan Facility (€200 million) with interest payable at various dates at floating rates (5.13% at June 30, 2024) payable through 2029(a)
214 227 
Senior Secured Revolving Credit Facilities with interest payable at floating rates (6.90% at June 30, 2024) payable in 2029(a)(c)
368 774 
Finance Leases and Financing Obligations148 161 
Other3 6 
Total Long-Term Debt Including Current Portion5,274 5,378 
Less: Current Portion316 746 
Total Long-term Debt Excluding Current Portion4,958 4,632 
Less: Unamortized Debt Deferred Issuance Costs28 23 
Total Long-Term Debt$4,930 $4,609 
(a) Guaranteed by Graphic Packaging International Partners, LLC, a Delaware limited liability company and a wholly-owned subsidiary of the Company (“GPIP”) and certain domestic subsidiaries.
(b) Guaranteed by GPHC and certain domestic subsidiaries.
(c) The weighted average effective interest rates for the Company’s Senior Secured Revolving Credit Facilities were 6.87% and 6.61% as of June 30, 2024 and December 31, 2023, respectively.
2024

On June 3, 2024, Graphic Packaging International, LLC (“GPIL”), a Delaware limited liability company and a direct subsidiary of Graphic Packaging International Partners, LLC, a Delaware limited liability company and a wholly-owned subsidiary of the Company entered into a Fifth Amended and Restated Credit Agreement (the “Amended and Restated Credit Agreement”) to extend the maturity date of certain of its Senior Secured Term Loan Facilities and Senior Secured Revolving Credit Facilities and to amend certain other terms of the agreement including revised debt covenants. However, there were no changes to the maximum Consolidated Total Leverage Ratio and the minimum Consolidated Interest Expense Ratio covenants. Under the terms of the agreement, $1,425 million and €200 million of the Company’s Senior Secured Term Loan Facilities remain outstanding. The Company added $50 million to its Senior Secured Revolving Credit Facilities. $500 million (A-1) of the Senior Secured Term Loan Facilities and all of the Senior Secured Revolving Credit Facility loans continue to bear interest at a floating rate per annum ranging from SOFR plus 1.35% to SOFR plus 2.10%, determined using a pricing grid based upon the Company’s consolidated total leverage ratio from time to time, and the maturity for these loans were extended from April 1, 2026 to June 1, 2029. $425 million of the Senior Secured Term Loan Facilities continue to bear interest at a fixed rate per annum equal to 2.67% and mature on their originally scheduled maturity date of January 14, 2028. $250 million of the Senior Secured Term Loan Facilities continue to bear interest at a floating rate per annum ranging from SOFR plus 1.60% to SOFR plus 2.35%, determined using a pricing grid based upon the Company’s consolidated total leverage ratio from time to time, and mature on their originally scheduled maturity date of July 22, 2028. $250 million of the Senior Secured Term Loan Facilities continue to bear interest at a floating rate per annum ranging from SOFR plus 1.725% to SOFR plus 2.35%, determined using a pricing grid based upon the Company’s consolidated total leverage ratio from time to time, and mature on their originally scheduled maturity date of June 1, 2029. €200 million of the Senior Secured Term Loan Facilities continues to bear interest at a floating rate per annum ranging from SOFR plus 1.225% to SOFR plus 1.85%, determined using a pricing grid based upon the Company’s consolidated total leverage ratio from time to time, and the maturity for these loans was extended from April 1, 2026 to June 1, 2029.

On May 13, 2024, GPIL completed a private offering of $500 million aggregate principal amount of its 6.375% senior unsecured notes due 2032 (the “Senior Notes”). The net proceeds were used by the Company to repay a portion of the outstanding borrowings under its domestic revolving credit facility under its senior secured credit facility and to pay fees and expenses incurred in connection with the offering of the Senior Notes. As of June 30, 2024, the total outstanding debt, net of issuance costs, under the 2032 notes was $500 million.

On April 15, 2024, the Company drew $400 million from the senior secured domestic revolving credit facilities and used the proceeds, together with cash on hand, to redeem its 0.821% Senior Notes due in 2024.

On March 22, 2024, GPIL entered into an Incremental Facility Amendment to the Fourth Amended and Restated Credit Agreement for $250 million of new incremental term loans (the “New Incremental Term Facilities”). The New Incremental Term Facilities consist of a $50 million Incremental Term A-5 Facility (the “Incremental A-5 Loans”) and a $200 million Incremental Term A-6 Facility (the “Incremental Term A-6 Loans”). The New Incremental Term Facilities are senior secured term loans and mature on June 1, 2029. The Incremental Term A-5 and A-6 Loans bear interest at a floating rate ranging from SOFR plus 1.725% to SOFR plus 2.35%, determined using a pricing grid based upon GPIL’s Consolidated Leverage Ratio. As long as the Incremental Term A-5 and A-6 Loans are outstanding, GPIL will be eligible to receive an annual patronage credit from the participating lender banks, which will be paid in cash and stock in the lead member bank. Patronage payable each year is variable and based on the individual financial performance of each of the member banks then participating in the loan. The Incremental Term A-5 and A-6 Facilities are governed by the same covenants as are set forth in the Fourth Amended and Restated Credit Agreement and are secured by a first priority lien and security interest in certain assets of GPIL.

At June 30, 2024, the Company and its U.S. and international subsidiaries had the following commitments, amounts outstanding and amounts available under revolving credit facilities:

In millionsTotal CommitmentsTotal Outstanding
Total Available(a)
Senior Secured Domestic Revolving Credit Facility$1,900 $336 $1,562 
Senior Secured International Revolving Credit Facility192 32 160 
Other International Facilities49 14 35 
Total$2,141 $382 $1,757 
(a) In accordance with its debt agreements, the Company’s availability under its revolving credit facilities has been reduced by the amount of standby letters of credit issued of $2 million as of June 30, 2024. These letters of credit are primarily used as security against the Company's self-insurance obligations and workers’ compensation obligations. These letters of credit expire at various dates through 2024 unless extended.
Covenant Agreements

The Covenants in the Company's Fifth Amended and Restated Credit Agreement (the “Current Credit Agreement”) and the supplemental indentures governing the 4.125% Senior Notes due 2024, 1.512% Senior Notes due 2026, 4.75% Senior Notes due 2027, 3.50% Senior Notes due 2028, 3.50% Senior Notes due 2029, 2.625% Senior Notes due 2029, 3.75% Senior Notes due 2030 and 6.375% Senior Notes due 2032 (the “Indentures”), limit the Company's ability to incur additional indebtedness. Additional covenants contained in the Current Credit Agreement and the Indentures may, among other things, restrict the ability of the Company to dispose of assets, incur guarantee obligations, prepay other indebtedness, repurchase stock, pay dividends and make other restricted payments, create liens, make equity or debt investments, make acquisitions, modify terms of the Indentures, engage in mergers or consolidations, change the business conducted by the Company and its subsidiaries, and engage in certain transactions with affiliates. Such restrictions could limit the Company’s ability to respond to changing market conditions, fund its capital spending program, provide for unexpected capital investments or take advantage of business opportunities.

As of June 30, 2024, the Company was in compliance with the covenants in the Current Credit Agreement and the Indentures.