Quarterly report pursuant to Section 13 or 15(d)

DEBT

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DEBT
 9 Months Ended
Sep. 30, 2024
Debt Disclosure [Abstract]  
DEBT DEBT
 
Debt outstanding at September 30, 2024 and December 31, 2023 was as follows:
September 30, 2024 December 31, 2023
  (In millions)
Commercial paper ("CP") $ —  $ 196.0 
Notes, 2.60%, due December 2024
 750.0  750.0 
Notes, 2.60%, due December 2025
 400.0  400.0 
Notes, 3.25%, due June 2026
 275.0  275.0 
Term loan, due August 2026 —  695.6 
Notes, 5.10%, due December 2027
 750.0  750.0 
Notes, 5.10%, due June 2028
 700.0  700.0 
Debentures, 6.90%, due July 2028
 125.0  125.0 
Notes, 4.80%, due September 2029
 650.0  — 
Notes, 3.10%, due May 2030
 600.0  600.0 
Notes, 2.35%, due September 2031
 1,000.0  1,000.0 
Notes, 7.00%, due July 2037
 250.0  250.0 
Other 0.5  — 
Total debt 5,500.5  5,741.6 
Less short-term debt and current maturities (750.5) (963.4)
Less unamortized discounts and debt issuance costs (28.9) (30.4)
Total long-term debt, net $ 4,721.1  $ 4,747.8 
 
4.8% Senior Notes. In August 2024, we issued $650.0 million in aggregate principal amount of 4.8% five-year Senior Notes due 2029 (the "2029 Notes") in an underwritten public offering. Interest on the 2029 Notes accrues at a rate of 4.8% per year and is payable semi-annually in arrears on March 15 and September 15 of each year. The net proceeds of the sale of the 2029 Notes were ultimately used for general corporate purposes, including the repayment of indebtedness outstanding under our delayed draw term loan (the "Term Loan") which was due in August 2026. 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 2029 Notes are unsecured and rank equally with all of our other unsecured and unsubordinated indebtedness.

Senior Credit Facility.  We have access to a $1.5 billion five-year unsecured revolving credit facility (the “Revolver”), which matures in August 2027. In March 2023, we amended the Revolver (as well as our then-outstanding Term Loan) to adjust our debt covenant requirements and incorporate the Secured Overnight Financing Rate (SOFR) into our agreement, among other changes. Borrowings under the Revolver 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. In May 2024, we exercised our first option to extend the maturity date by one year, from August 2026 to August
2027, and amended the Revolver agreement to replace a discontinued reference rate for Canadian Dollar-denominated commitments. Availability of the Revolver is reduced by the outstanding principal balance of our CP notes and by any letters of credit issued under the Revolver. As of September 30, 2024, there were no outstanding CP notes, $1.4 million of letters of credit outstanding, and no outstanding borrowings under the Revolver. Availability under the Revolver was $1,498.6 million at September 30, 2024.

Commercial Paper Program.  Our $1.5 billion CP program has been established through the private placement of CP 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, 2024, there were no outstanding CP notes. We have disclosed the net short-term borrowing activity for the nine months ended September 30, 2024 in the Consolidated Statements of Cash Flows. There were no CP borrowings or payments with a maturity date greater than 90 days and less than 365 days for the nine months ended September 30, 2024 or for the nine months ended September 30, 2023.

For additional information about our debt agreements, see Note 5 of the Notes to Consolidated Financial Statements in our 2023 Form 10-K.