Quarterly report pursuant to Section 13 or 15(d)

Borrowings

v3.21.2
Borrowings
 6 Months Ended
Aug. 31, 2021
Debt Disclosure [Abstract]  
BORROWINGS BORROWINGS
Borrowings consist of the following:
August 31, 2021 February 28,
2021
Current Long-term Total Total
(in millions)
Short-term borrowings
Commercial paper $ 486.0  $ — 
$ 486.0  $ — 
Long-term debt
Term loan credit facilities $ —  $ 300.0  $ 300.0  $ 454.4 
Senior notes —  9,768.3  9,768.3  9,972.4 
Other 5.8  13.4  19.2  15.5 
$ 5.8  $ 10,081.7  $ 10,087.5  $ 10,442.3 

Bank facilities
The Company, CB International, the Administrative Agent, and certain other lenders are parties to a credit agreement, as amended and restated, the 2020 Credit Agreement. Also, the Company and the Administrative Agent and Lender are parties to the June 2021 Term Credit Agreement. The principal change effected by the June 2021 amendment was a reduction in LIBOR margin from 0.88% to 0.63% from June 1, 2021, through December 31, 2021.
As of August 31, 2021, aggregate credit facilities under the 2020 Credit Agreement and the June 2021 Term Credit Agreement consist of the following:
Amount Maturity
(in millions)
2020 Credit Agreement
Revolving credit facility (1) (2)
$ 2,000.0  Sept 14, 2023
June 2021 Term Credit Agreement
2019 Five-Year Term Facility (1) (3)
$ 491.3  Jun 28, 2024
(1)Contractual interest rate varies based on our debt rating (as defined in the respective agreement) and is a function of LIBOR plus a margin, or the base rate plus a margin, or, in certain circumstances where LIBOR cannot be adequately ascertained or available, an alternative benchmark rate plus a margin.
(2)We and/or CB International are the borrower under the $2,000.0 million revolving credit facility. Includes a sub-facility for letters of credit of up to $200.0 million.
(3)We are the borrower under the 2019 Five-Year Term Facility.

As of August 31, 2021, information with respect to borrowings under the 2020 Credit Agreement and the June 2021 Term Credit Agreement is as follows:
Outstanding
borrowings		 Interest
rate		 LIBOR
margin		 Outstanding
letters of
credit
Remaining
borrowing
capacity (1)
(in millions)
2020 Credit Agreement
Revolving credit facility $ —  —  % —  % $ 12.2  $ 1,501.8 
June 2021 Term Credit Agreement
2019 Five-Year Term Facility (2) (3)
$ 300.0  0.7  % 0.63  %
(1)Net of outstanding revolving credit facility borrowings, outstanding letters of credit under the 2020 Credit Agreement, and outstanding borrowings under our commercial paper program of $486.0 million (excluding unamortized discount) (see “Commercial paper program” below).
(2)Outstanding term loan facilities borrowings are net of unamortized debt issuance costs.
(3)Outstanding borrowings reflect a $142.1 million partial prepayment of the 2019 Five-Year Term Facility under our June 2021 Term Credit Agreement.

We and our subsidiaries are subject to covenants that are contained in the 2020 Credit Agreement and the June 2021 Term Credit Agreement, including those restricting the incurrence of additional indebtedness, additional liens, mergers and consolidations, transactions with affiliates, and sale and leaseback transactions, in each case subject to numerous conditions, exceptions, and thresholds. The financial covenants are limited to a minimum interest coverage ratio and a maximum net leverage ratio.

Commercial paper program
We have a commercial paper program which provides for the issuance of up to an aggregate principal amount of $2.0 billion of commercial paper. Our commercial paper program is backed by unused commitments under our revolving credit facility under our 2020 Credit Agreement. Accordingly, outstanding borrowings under our commercial paper program reduce the amount available under our revolving credit facility. As of August 31, 2021, we had $486.0 million outstanding borrowings, net of unamortized discount, under our commercial paper program with a weighted average annual interest rate of 0.2% and a weighted average remaining term of 15 days.

Senior notes
In July 2021, we issued $1,000.0 million aggregate principal amount of 2.25% senior notes due August 2031. Proceeds from this offering, net of discount and debt issuance costs, were $987.4 million. Interest on
the 2.25% July 2021 Senior Notes is payable semiannually on February 1 and August 1 of each year, beginning February 1, 2022. The 2.25% July 2021 Senior Notes are redeemable, in whole or in part, at our option at any time prior to May 1, 2031, at a redemption price equal to 100% of the outstanding principal amount, plus accrued and unpaid interest and a make-whole payment based on the present value of the future payments at the adjusted Treasury Rate plus 15 basis points. On or after May 1, 2031, we may redeem the 2.25% July 2021 Senior Notes, in whole or in part, at our option at any time at a redemption price equal to 100% of the outstanding principal amount, plus accrued and unpaid interest. The 2.25% July 2021 Senior Notes are senior unsecured obligations which rank equally in right of payment to all of our existing and future senior unsecured indebtedness.

In May 2017, we issued $500.0 million aggregate principal amount of 2.70% senior notes due May 2022. In November 2017, we issued $700.0 million aggregate principal amount of 2.65% senior notes due November 2022. On August 25, 2021, we repaid the 2.70% May 2017 Senior Notes and 2.65% November 2017 Senior Notes with proceeds from the 2.25% July 2021 Senior Notes and cash on hand. These notes were redeemed prior to maturity at a redemption price equal to 100% of the outstanding principal amount, plus accrued and unpaid interest and a $26.6 million make-whole payment. The make-whole payment is included in loss on extinguishment of debt within our consolidated results.