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v3.25.1

Debt | 3 Months Ended
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Mar. 31, 2025
Debt |
Debt | 9. Debt The following table summarizes the long-term debt of the Company at March 31, 2025, December 31, 2024, and March 31, 2024: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | March 31, | ​ | December 31, | ​ | March 31, | ​
​ |  | 2025 |  | 2024 |  | 2024 | ​
Secured Credit Agreement: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Revolving Credit Facility: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Revolving Loans | ​ | $ | 185 | ​ | $ | — | ​ | $ | — | ​
Term Loans: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Term Loan A | ​ | ​ | 1,338 | ​ | ​ | 1,338 | ​ | ​ | 1,391 | ​
Senior Notes: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
3.125%, due 2024 (€58 million) | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | 62 | ​
6.375%, due 2025 | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | 299 | ​
5.375%, due 2025 | ​ | ​ | ​ | ​ | ​ | 17 | ​ | ​ | 17 | ​
2.875%, due 2025 (€176 million at December 31, 2024 and €500 million at March 31, 2024) | ​ | ​ | ​ | ​ | ​ | 183 | ​ | ​ | 537 | ​
6.625%, due 2027 | ​ | ​ | 609 | ​ | ​ | 609 | ​ | ​ | 608 | ​
6.250%, due 2028 (€600 million) | ​ | ​ | 645 | ​ | ​ | 619 | ​ | ​ | 640 | ​
5.250%, due 2029 (€500 million) | ​ | ​ | 535 | ​ | ​ | 514 | ​ | ​ | ​ | ​
4.750%, due 2030 | ​ | ​ | 397 | ​ | ​ | 397 | ​ | ​ | 396 | ​
7.250%, due 2031 | ​ | ​ | 683 | ​ | ​ | 683 | ​ | ​ | 682 | ​
7.375%, due 2032 | ​ | ​ | 296 | ​ | ​ | 296 | ​ | ​ | ​ | ​
Finance leases | ​ | ​ | 192 | ​ | ​ | 195 | ​ | ​ | 181 | ​
Other | ​ |  | 9 | ​ | ​ | 8 | ​ | ​ | 2 | ​
Total long-term debt | ​ |  | 4,889 | ​ |  | 4,859 | ​ | ​ | 4,815 | ​
Less amounts due within one year | ​ |  | 103 | ​ | ​ | 306 | ​ | ​ | 696 | ​
Long-term debt | ​ | $ | 4,786 | ​ | $ | 4,553 | ​ | $ | 4,119 | ​
​ The Company presents debt issuance costs in the Condensed Consolidated Balance Sheets as a deduction of the carrying amount of the related debt liability. On March 25, 2022, certain of the Company’s subsidiaries entered into a Credit Agreement and Syndicated Facility Agreement (the “Original Agreement”), which refinanced in full the previous credit agreement. The Original Agreement provided for up to $2.8 billion of borrowings pursuant to term loans, revolving credit facilities and a delayed draw term loan facility. The delayed draw term loan facility allowed for a one-time borrowing of up to $600 million, the proceeds of which were used, in addition to other consideration paid by the Company and/or its subsidiaries, to fund an asbestos settlement trust (the “Paddock Trust”) established in connection with the confirmed plan of reorganization of Paddock Enterprises, LLC (“Paddock”) proposed by Paddock, O-I Glass and certain other parties in Paddock’s Chapter 11 case. On July 18, 2022, the Company drew down the $600 million delayed draw term loan to fund, together with other consideration, the Paddock Trust. On August 30, 2022, certain of the Company’s subsidiaries entered into an Amendment No. 1 to its Credit Agreement and Syndicated Facility Agreement (the “Credit Agreement Amendment”), which amends the Original Agreement (as amended by the Credit Agreement Amendment, the “Credit Agreement”). The Credit Agreement Amendment provides for up to $500 million of additional borrowings in the form of term loans. The proceeds of such term loans were used, together with cash, to retire the $600 million delayed draw term loan. The term loans mature, and the revolving credit facilities terminate, in March 2027. The term loans borrowed under the Credit Agreement Amendment are secured by certain collateral of the Company and certain of its subsidiaries. In addition, the Credit Agreement Amendment makes modifications to certain loan documents, in order to give the Company increased flexibility to incur secured debt in the future. At March 31, 2025, the Credit Agreement includes a $300 million revolving credit facility, a $950 million multicurrency revolving credit facility and $1.45 billion in term loan A facilities ($1.34 billion outstanding balance at March 31, 2025, net of debt issuance costs). At March 31, 2025, the Company had unused credit of $1.06 billion available under the revolving credit facilities as part of the Credit Agreement. The weighted average interest rate on borrowings outstanding under the Credit Agreement at March 31, 2025 was 6.08%. The Credit Agreement contains various covenants that restrict, among other things and subject to certain exceptions, the ability of the Company to incur certain indebtedness and liens, make certain investments, become liable under contingent obligations in certain defined instances only, make restricted payments, make certain asset sales within guidelines and limits, engage in certain affiliate transactions, participate in sale and leaseback financing arrangements, alter its fundamental business, and amend certain subordinated debt obligations. The Credit Agreement also contains one financial maintenance covenant, a Secured Leverage Ratio (as defined in the Credit Agreement), that requires the Company not to exceed a ratio of 2.50x calculated by dividing consolidated Net Indebtedness that is then secured by Liens on property or assets of the Company and certain of its subsidiaries by Consolidated EBITDA, as each term is defined and as described in the Credit Agreement. The Secured Leverage Ratio could restrict the ability of the Company to undertake additional financing or acquisitions to the extent that such financing or acquisitions would cause the Secured Leverage Ratio to exceed the specified maximum. Failure to comply with these covenants and restrictions could result in an event of default under the Credit Agreement. In such an event, the Company could not request additional borrowings under the revolving facilities, and all amounts outstanding under the Credit Agreement, together with accrued interest, could then be declared immediately due and payable. Upon the occurrence and for the duration of a payment event of default, an additional default interest rate equal to 2.0% per annum will apply to all overdue obligations under the Credit Agreement. If an event of default occurs under the Credit Agreement and the lenders cause all of the outstanding debt obligations under the Credit Agreement to become due and payable, this would result in a default under the indentures governing the Company’s outstanding debt securities and could lead to an acceleration of obligations related to these debt securities. As of March 31, 2025, the Company was in compliance with all covenants and restrictions in the Credit Agreement. In addition, the Company believes that it will remain in compliance for the term of the Credit Agreement and that its ability to borrow additional funds under the Credit Agreement will not be adversely affected by the covenants and restrictions. The Total Leverage Ratio (as defined in the Credit Agreement) determines pricing under the Credit Agreement. The interest rate on borrowings under the Credit Agreement is, at the Company’s option, the Base Rate, Term SOFR or, for non-U.S. dollar borrowings only, the Eurocurrency Rate (each as defined in the Credit Agreement), plus an applicable margin. The applicable margin is linked to the Total Leverage Ratio. The margins range from 1.00% to 2.25% for Term SOFR loans and Eurocurrency Rate loans and from 0.00% to 1.25% for Base Rate loans. In addition, a commitment fee is payable on the unused revolving credit facility commitments ranging from 0.20% to 0.35% per annum linked to the Total Leverage Ratio. Obligations under the Credit Agreement are secured by substantially all of the assets, excluding real estate and certain other excluded assets, of certain of the Company’s domestic subsidiaries and certain foreign subsidiaries. Such obligations are also secured by a pledge of intercompany debt and equity investments in certain of the Company’s domestic subsidiaries and, in the case of foreign obligations, of stock of certain foreign subsidiaries. All obligations under the Credit Agreement are guaranteed by certain domestic subsidiaries of the Company, and certain foreign obligations under the Credit Agreement are guaranteed by certain foreign subsidiaries of the Company. In May 2024, the Company issued €500 million aggregate principal amount of senior notes that bear interest of 5.250% and mature on June 1, 2029. Also, in May 2024, the Company issued $300 million aggregate principal amount of senior notes that bear interest of 7.375% and mature on June 1, 2032. The senior notes were issued via private placements and are guaranteed by certain of the Company’s subsidiaries. The net proceeds, after deducting debt issuance costs, were used to repurchase and redeem the aggregate principal amounts described in the May 2024 tender offer and redemption below. In May 2024, the Company repurchased €323.4 million aggregate principal amount of the outstanding 2.875% Senior Notes due 2025 pursuant to a tender offer and redeemed $300 million aggregate principal amount of the outstanding 6.375% Senior Notes due 2025. The repurchase and redemption were funded with the proceeds from the May 2024 senior notes issuances described above. The Company recorded approximately $2 million of additional interest charges related to the senior note repurchases conducted in the second quarter of 2024 for note repurchase premiums and the write-off of unamortized finance fees. At March 31, 2025, the 2.875% Senior Notes due 2025 were fully repaid. The Company assesses its capital raising and refinancing needs on an ongoing basis and may enter into additional credit facilities and seek to issue equity and/or debt securities in the domestic and international capital markets if market conditions are favorable. Also, depending on market conditions, the Company may elect to repurchase portions of its debt securities in the open market. The carrying amounts reported for certain long-term debt obligations subject to frequently redetermined interest rates approximate fair value. Fair values for the Company’s significant fixed rate debt obligations are based on published market quotations and are classified as Level 1 in the fair value hierarchy. Fair values at March 31, 2025 of the Company’s significant fixed rate debt obligations are as follows:
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Principal | ​ | Indicated Market | ​ | ​ | ​
​ |  | Amount |  | Price |  | Fair Value | ​
Senior Notes: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
6.625%, due 2027 | ​ | $ | 612 | ​ | ​ | 99.69 | ​ | $ | 610 | ​
6.250%, due 2028 (€600 million) | ​ | ​ | 650 | ​ | ​ | 102.75 | ​ | ​ | 668 | ​
5.250%, due 2029 (€500 million) | ​ | ​ | 542 | ​ | ​ | 100.66 | ​ | ​ | 546 | ​
4.750%, due 2030 | ​ | ​ | 400 | ​ | ​ | 92.14 | ​ | ​ | 369 | ​
7.250%, due 2031 | ​ | ​ | 690 | ​ | ​ | 97.76 | ​ | ​ | 675 | ​
7.375%, due 2032 | ​ | ​ | 300 | ​ | ​ | 95.91 | ​ | ​ | 288 | ​
​

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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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