v3.25.0.1
Debt
 12 Months Ended
Dec. 31, 2024
Debt Disclosure [Abstract]  
Debt Debt
The following table summarizes the carrying value of our outstanding debt (in millions, except percentages):
CouponAs ofEffectiveAs ofEffective
 RateDecember 31, 2024 Interest RateDecember 31, 2023 Interest Rate
Long-Term Debt
Senior notes:
Senior notes due 20243.450 %$— — %$750 3.531 %
Senior notes due 20251.900 %800 1.803 %800 1.803 %
Senior notes due 20255.900 %425 6.036 %425 6.036 %
Senior notes due 20261.400 %750 1.252 %750 1.252 %
Senior notes due 20273.600 %850 3.689 %850 3.689 %
Senior notes due 20275.950 %300 6.064 %300 6.064 %
Senior notes due 20302.700 %950 2.623 %950 2.623 %
Senior notes due 20312.600 %750 2.186 %750 2.186 %
Senior notes due 20326.300 %425 6.371 %425 6.371 %
Senior notes due 20424.000 %750 4.114 %750 4.114 %
Senior notes due 20513.650 %1,000 2.517 %1,000 2.517 %
Total senior notes7,000 7,750 
Hedge accounting fair value adjustments (1)
— 2 
Unamortized discount and debt issuance costs
(23)(29)
Less: Current portion of long-term debt(1,225)(750)
Total long-term debt5,752 6,973 
Short-Term Debt
Current portion of long-term debt1,225 750 
Commercial paper
450 — 
Unamortized discount and debt issuance costs
(2)— 
Total short-term debt1,673 750 
Total Debt$7,425 $7,723 
(1)    Includes the fair value adjustments to debt associated with terminated interest rate swaps which are being recognized as a reduction to “Interest expense” over the remaining term of the related notes.

Senior Notes

In 2024, we repaid the $750 million aggregate principal amount of our previously outstanding 3.450% senior notes on the date of maturity. Cash paid related to the repayment was classified as a financing activity in our consolidated statement of cash flows.

In 2023, we repaid the $1.2 billion aggregate principal amount of our previously outstanding floating rate and 2.750% senior notes on the date of maturity. Cash paid related to the repayment was classified as a financing activity in our consolidated statement of cash flows.

In 2022, we repaid the $1.4 billion aggregate principal amount of our previously outstanding 2.600% and 3.800% senior notes on the date of maturity. Cash paid related to the repayment was classified as a financing activity in our consolidated statement of cash flows.

In 2022, we issued senior notes of $1.2 billion aggregate principal amount, which consisted of $425 million aggregate principal amount of 5.900% fixed rate notes due 2025, $300 million aggregate principal amount of 5.950% fixed rate notes due to 2027 and $425 million aggregate principal amount of 6.300% fixed rate notes due 2032. Cash proceeds related to the issuance of our 5.900%, 5.950%, and 6.300% senior notes were classified as a financing activity in our consolidated statement of cash flows.
We may redeem some or all of the other fixed rate notes of each series at any time and from time to time prior to their maturity, generally at a make-whole redemption price, plus accrued and unpaid interest.

If a change of control triggering event (as defined in the applicable series of notes) occurs with respect to the 1.900% notes due 2025, the 5.900% notes due 2025, the 1.400% notes due 2026, the 3.600% notes due 2027, the 5.950% notes due 2027, the 2.700% notes due 2030, the 2.600% notes due 2031, the 6.300% notes due 2032, the 4.000% notes due 2042, or the 3.650% notes due 2051, we must, subject to certain exceptions, offer to repurchase all of the notes of the applicable series at a price equal to 101% of the principal amount, plus accrued and unpaid interest.

The indenture pursuant to which the senior notes were issued includes customary covenants that, among other things and subject to exceptions, limit our ability to incur, assume or guarantee debt secured by liens on specified assets or enter into sale and lease-back transactions with respect to specified properties, and also includes customary events of default with customary grace periods in certain circumstances, including payment defaults and bankruptcy-related defaults.

The effective interest rates for our senior notes include the interest payable, the amortization of debt issuance costs and the amortization of any original issue discount and premium on these senior notes. Interest on these senior notes is payable either quarterly or semiannually. Interest expense associated with these senior notes, including amortization of debt issuance costs, during the years ended December 31, 2024, 2023 and 2022 was $247 million, $260 million and $231 million, respectively. As of December 31, 2024 and 2023, the estimated fair value of these senior notes, using Level 2 inputs, was $6.3 billion and $7.1 billion, respectively.

Commercial Paper

We have a commercial paper program pursuant to which we may issue commercial paper notes in an aggregate principal amount at maturity of up to $1.5 billion outstanding at any time with maturities of up to 397 days from the date of issue. In 2024, we issued and repaid $180 million of commercial paper notes with original maturities less than 90 days and issued $450 million of commercial paper notes with original maturities greater than 90 days. As of December 31, 2024, we had $450 million of commercial paper notes outstanding with a weighted average interest rate of 5.10% per annum, and a weighted average remaining term of 144 days. As of December 31, 2023, there were no commercial paper notes outstanding. Cash proceeds related to the issuance of commercial paper and cash used to repay commercial paper were classified as financing activities in our consolidated statement of cash flows.

In January 2025, we repaid the $450 million aggregate principal amount of the previously outstanding commercial paper notes on the date of maturity.
Credit Agreement

In March 2020, we entered into a credit agreement that provided for an unsecured $2 billion five-year credit facility (the “Prior Credit Agreement”).

In January 2024, we terminated the Prior Credit Agreement and entered into a new credit agreement (the “Credit Agreement”) that provides for an unsecured $2.0 billion five-year revolving credit facility. We may also, subject to the agreement of the applicable lenders, increase the commitments under the revolving credit facility by up to $1.0 billion. Funds borrowed under the Credit Agreement may be used for working capital, capital expenditures, acquisitions and other general corporate purposes and will bear interest at either (i) a customary forward-looking term rate based on the secured overnight financing rate published by CME Group for the relevant interest period plus an adjustment of 0.1% or (ii) a customary base rate formula, plus a margin (based on our public debt ratings) ranging from 0% to 0.375%.

As of December 31, 2024, no borrowings were outstanding under our $2.0 billion Credit Agreement. However, as described above, we have an up to $1.5 billion commercial paper program and are required to maintain available borrowing capacity under our Credit Agreement in order to repay commercial paper borrowings in the event we are unable to repay those borrowings from other sources when they become due, in an aggregate amount of $1.5 billion. As of December 31, 2024, we had $450 million of commercial paper notes outstanding; therefore, $1.6 billion of borrowing capacity was available for other purposes permitted by the Credit Agreement, subject to customary conditions to borrowing. The Credit Agreement includes a covenant limiting our consolidated leverage ratio to no more than 4.0:1.0, subject to, upon the occurrence of a qualified material acquisition, if so elected by us, a step-up to 4.5:1.0 for the four fiscal quarters completed following such qualified material acquisition. The Credit Agreement includes customary events of default, with corresponding grace periods in certain circumstances, including payment defaults, cross-defaults and bankruptcy-related defaults. In addition, the Credit Agreement contains customary affirmative and negative covenants, including restrictions regarding the incurrence of liens and subsidiary indebtedness, in each case, subject to customary exceptions. The Credit Agreement also contains customary representations and warranties.

We were in compliance with all financial covenants in our outstanding debt instruments for the period ended December 31, 2024.

Future Maturities

The following table presents expected future principal maturities as of the date indicated (in millions):
December 31, 2024
2025$1,225 
2026750 
20271,150 
2028— 
2029— 
Thereafter3,875 
Total future maturities$7,000