Quarterly report pursuant to Section 13 or 15(d)

DEBT

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DEBT
 9 Months Ended
Sep. 30, 2023
Debt Disclosure [Abstract]  
DEBT DEBT
 
Debt outstanding at September 30, 2023 and December 31, 2022 was as follows:
September 30, 2023 December 31, 2022
  (In millions)
Commercial paper $ 483.5  $ 566.8 
Notes, 3.95%, due June 2023
 —  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  700.0 
Notes, 5.10%, due December 2027
 750.0  750.0 
Notes, 5.10%, due June 2028
 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  1,000.0 
Notes, 7.0%, due July 2037
 250.0  250.0 
Other —  0.4 
Total debt 6,033.5  5,817.2 
Less short-term debt and current maturities (501.0) (967.2)
Less unamortized discounts and debt issuance costs (32.1) (29.9)
Total long-term debt, net $ 5,500.4  $ 4,820.1 
 
5.1% Senior Notes. In May 2023, we issued $700.0 million aggregate principal amount of 5.1% five-year Senior Notes due 2028 (the "2028 Notes") in an underwritten public offering. Interest on the 2028 Notes accrues at a rate of 5.1% per year and is payable semi-annually in arrears on June 1 and December 1 of each year. The net proceeds of the sale of the 2028 Notes were ultimately used to repay our then-outstanding $400.0 million 3.95% Senior Notes due June 2023 at maturity. The remaining proceeds were used for general corporate purposes, including the repayment of borrowings under our commercial paper program. 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 2028 Notes are unsecured and rank equally with all of our other unsecured and unsubordinated indebtedness.

5.1% Senior Notes. In September 2022, we issued $750.0 million aggregate principal amount of 5.1% five-year Senior Notes due 2027 (the "2027 Notes") in an underwritten public offering. Interest on the 2027 Notes accrues at a rate of 5.1% per year and is payable semi-annually in arrears on June 15 and December 15 of each year. The net proceeds of the sale of the 2027 Notes were ultimately used to repay, in October 2022, our then-outstanding $500.0 million 3.30% Senior Notes due December 2022. The remaining proceeds were used for general corporate purposes, including the repayment of borrowings under our commercial paper program. 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 2027 Notes are unsecured and rank equally with all of our other unsecured and unsubordinated indebtedness.

Senior Credit Facilities.  We have access to a $1.5 billion five-year unsecured revolving credit facility (the “Revolver”) and a $700.0 million delayed draw term loan (“Term Loan”), collectively known as the “Senior Credit Facilities,” both of which mature in August 2026. In March 2023, we amended our Senior Credit Facilities agreement to adjust our debt covenant requirements and incorporate the Secured Overnight Financing Rate (SOFR) into our agreement, among other changes. Borrowings under the Senior Credit Facilities may be used for working capital, for capital expenditures, to refinance existing debt, to finance acquisitions 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, 2023, there were $483.5 million of outstanding commercial paper notes, $0.4 million of letters of credit outstanding, no outstanding borrowings under the Revolver and $700.0 million outstanding under the Term Loan. Availability under the Revolver was $1,016.1 million at September 30, 2023.
Commercial Paper Program.  Our $1.5 billion commercial paper ("CP") 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 variable or a fixed rate, plus the applicable margin. Maturities of CP can range from overnight to 397 days. Because the CP is backstopped by our Revolver, the amount of CP 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, 2023, there were $483.5 million of outstanding CP notes. We have disclosed the net short-term borrowing activity for the nine months ended September 30, 2023 in the Consolidated Statements of Cash Flows. There are no CP borrowings or payments with a maturity date greater than 90 days and less than 365 days for the nine months ended months ended September 30, 2023.

For additional information about our debt agreements, see Note 5 of the Notes to Consolidated Financial Statements in our 2022 Form 10-K.