Quarterly report pursuant to Section 13 or 15(d)

DEBT

v3.21.2
DEBT
 9 Months Ended
Sep. 30, 2021
Debt Disclosure [Abstract]  
DEBT DEBT
 
Debt outstanding at September 30, 2021 and December 31, 2020 was as follows:
September 30, 2021 December 31, 2020
  (In millions)
Commercial paper $ 500.0  $ — 
Notes, 2.3%, due June 2021
 —  500.0 
Notes, 3.6%, due August 2021
 —  300.0 
Notes, Floating Rate, due August 2021 —  300.0 
Notes, 3.3%, due December 2022
 500.0  500.0 
Notes, 3.95%, due June 2023
 400.0  400.0 
Notes, 2.6%, due December 2024
 750.0  750.0 
Notes, 2.6%, due December 2025
 400.0  400.0 
Notes, 3.25%, due June 2026
 275.0  275.0 
Term loan, due August 2026 700.0  — 
Debentures, 6.9%, due July 2028
 125.0  125.0 
Notes, 3.1%, due May 2030
 600.0  600.0 
Notes, 2.35%, due September 2031
 1,000.0  — 
Notes, 7.0%, due July 2037
 250.0  250.0 
Other 1.1  2.2 
Total debt 5,501.1  4,402.2 
Less short-term debt and current maturities (500.6) (1,101.1)
Less unamortized discounts and debt issuance costs (31.1) (23.8)
Total long-term debt, net $ 4,969.4  $ 3,277.3 
 
2.35% Senior Notes. On August 11, 2021, we issued $1.0 billion aggregate principal amount of 2.35% ten-year Senior Notes due 2031 (the “2031 Notes”) in an underwritten public offering. Interest on the 2031 Notes accrues at a rate of 2.35% per year and is payable semi-annually in arrears on March 15 and September 15 of each year, beginning on March 15, 2022. The net proceeds of the sale of the 2031 Notes were used to repay the $300.0 million 3.6% Senior Notes due 2021 and $300.0 million Floating Rate Notes due 2021. The remaining proceeds will be used for general corporate purposes, which may include the repayment of borrowings under the our commercial paper program or the funding of acquisitions, including the Company’s $1.825 billion acquisition of Appriss Insights. We must comply with various non-financial covenants, including certain limitations on mortgages, liens and sale-leaseback transactions, as well as mergers and sales of substantially all of our assets. The 2031 Notes are unsecured and rank equally with all of our other unsecured and unsubordinated indebtedness.

2.6% and 3.1% Senior Notes. On April 22, 2020, we issued $400.0 million aggregate principal amount of 2.6% five-year Senior Notes due 2025 (the “2025 Notes”) and $600.0 million aggregate principal amount of 3.1% ten-year Senior Notes due 2030 (the “2030 Notes”) in an underwritten public offering. Interest on the 2025 Notes accrues at a rate of 2.6% per year
and is payable semi-annually in arrears on June 15 and December 15 of each year. Interest on the 2030 Notes accrues at a rate of 3.1% per year and is payable semi-annually in arrears on May 15 and November 15 of each year. The net proceeds of the sale of the notes were used to repay borrowings under a $225.0 million receivables funding facility (“Receivables Facility”) that was terminated in November 2020, while the remaining funds were used for general corporate purposes, which included the repayment of a portion of the 2021 debt maturities. We must comply with various non-financial covenants, including certain limitations on mortgages, liens and sale-leaseback transactions, as well as mergers and sales of substantially all of our assets. The 2025 Notes and 2030 Notes are unsecured and rank equally with all of our other unsecured and unsubordinated indebtedness.

Senior Credit Facilities.  In August 2021, the Company refinanced the existing unsecured revolving credit facility of $1.1 billion set to expire September 2023, and entered into a new $1.5 billion five-year unsecured revolving credit facility (the “Revolver”) and a new $700.0 million delayed draw term loan (“Term Loan”), collectively known as the “Senior Credit Facilities,” both which mature in August 2026. Borrowings under the Senior Credit Facilities may be used for working capital, for capital expenditures, to refinance existing debt, to finance acquisitions, including the acquisition of Appriss Insights, and for other general corporate purposes. The Revolver includes an option to request a maximum of three one-year extensions of the maturity date, any time after the first anniversary of the closing date of the Revolver. Availability of the Revolver is reduced by the outstanding principal balance of our commercial paper notes and by any letters of credit issued under the Revolver. As of September 30, 2021, there were $500.0 million of outstanding commercial paper notes, $0.7 million of letters of credit outstanding, no outstanding borrowings under the Revolver and $700 million outstanding under the Term Loan. Availability under the Revolver was $1.0 billion at September 30, 2021.
 
Commercial Paper Program.  In the third quarter of 2021, we increased the size of our commercial paper program from $1.1 billion to $1.5 billion, consistent with the increase in our Revolver. The $1.5 billion commercial paper program has been established through the private placement of commercial paper notes from time-to-time, in which borrowings may bear interest at either a floating rate or a fixed rate, plus the applicable margin. Maturities of commercial paper can range from overnight to 397 days. Because the commercial paper is backstopped by our Revolver, the amount of commercial paper which may be issued under the program is reduced by the outstanding face amount of any letters of credit issued and by the outstanding borrowings under our Revolver. At September 30, 2021, there were $500.0 million of outstanding commercial paper notes.

For additional information about our debt agreements, see Note 5 of the Notes to Consolidated Financial Statements in our 2020 Form 10-K.