v3.26.1
DEBT
6 Months Ended
Jun. 30, 2026
Debt Disclosure [Abstract]  
DEBT DEBT
NOTES

In May 2026, we issued fixed-rate notes with varying maturity dates for an aggregate principal amount of $2.0 billion, consisting of $650 million aggregate principal amount of 4.550% notes due 2028, $850 million aggregate principal amount of 4.950% notes due 2031, and $500 million aggregate principal amount of 5.550% notes due 2036. Interest on the notes is payable on June 1 and December 1, beginning on December 1, 2026.

The notes are senior unsecured obligations and are collectively referred to as the “Notes.” We may redeem the Notes in whole at any time or in part from time to time, prior to maturity, at their redemption prices. Upon the occurrence of both a change of control of the Company and a downgrade of the Notes below an investment grade rating, we will be required to offer to repurchase each series of Notes at a price equal to 101% of the then outstanding principal amounts, plus accrued and unpaid interest. The Notes are subject to covenants, including limitations on our ability to create liens on our assets, enter into sale and leaseback transactions, and merge or consolidate with another entity, in each case subject to certain exceptions, limitations, and qualifications. Proceeds from the issuance of these Notes may be used for general corporate purposes, which may include funding the repayment or redemption of outstanding debt, share repurchases, ongoing operations, capital expenditures, and possible acquisitions of businesses, assets, or strategic investments.
The following table summarizes total long-term debt:
MaturitiesEffective Interest RateJune 30,
2026
December 31,
2025
(in millions)
September 2019 debt issuance:
Fixed-rate 2.650% notes
10/1/20262.78%$1,250 $1,250 
Fixed-rate 2.850% notes
10/1/20292.96%1,500 1,500 
May 2020 debt issuance:
Fixed-rate 2.300% notes
6/1/20302.39%1,000 1,000 
Fixed-rate 3.250% notes
6/1/20503.33%1,000 1,000 
May 2022 debt issuance:
Fixed-rate 3.900% notes
6/1/20274.06%500 500 
Fixed-rate 4.400% notes
6/1/20324.53%1,000 1,000 
Fixed-rate 5.050% notes
6/1/20525.14%1,000 1,000 
Fixed-rate 5.250% notes
6/1/20625.34%500 500 
June 2023 debt issuance(1):
¥23 billion fixed-rate 0.972% notes
6/9/20261.06%— 147 
¥37 billion fixed-rate 1.240% notes
6/9/20281.31%228 237 
May 2024 debt issuance:
Fixed-rate 5.150% notes
6/1/20345.35%850 850 
Fixed-rate 5.500% notes
6/1/20545.66%400 400 
March 2025 debt issuance:
Floating-rate notes3/6/20284.68%450 450 
Fixed-rate 4.450% notes
3/6/20284.66%450 450 
Fixed-rate 5.100% notes
4/1/20355.20%600 600 
May 2026 debt issuance:
Fixed-rate 4.550% notes
6/1/20284.87%650 — 
Fixed-rate 4.950% notes
6/1/20315.11%850 — 
Fixed-rate 5.550% notes
6/1/20365.66%500 — 
Total term debt
12,728 10,884 
Unamortized premium (discount) and issuance costs, net(84)(76)
Less: current portion of term debt(2)
(1,749)(1,396)
Total carrying amount of term debt
$10,895 $9,412 
(1) Principal amounts represent the U.S. dollar equivalent as of June 30, 2026 and December 31, 2025, respectively.
(2) The current portion of term debt is included within “short-term debt” on our condensed consolidated balance sheets.
As of June 30, 2026, the future principal payments associated with our long-term debt was as follows (in millions):
Remaining 2026
$1,250 
2027500 
20281,778 
20291,500 
2030
1,000 
Thereafter6,700 
Total$12,728 
The effective interest rates for the notes include interest on the notes, amortization of debt issuance costs, and amortization of the debt discount. The interest expense recorded for the notes, including amortization of the debt discount and debt issuance costs, was $119 million and $225 million for the three and six months ended June 30, 2026, respectively. The interest expense recorded for the notes, including amortization of the debt discount and debt issuance costs, was $110 million and $208 million for the three and six months ended June 30, 2025, respectively.

CREDIT FACILITIES

Paidy credit agreement

In February 2022, we entered into a credit agreement (the “Paidy Credit Agreement”) with Paidy as co-borrower, which provided for an unsecured revolving credit facility of ¥60.0 billion, which was modified in September 2022 to increase the borrowing capacity by ¥30.0 billion for a total borrowing capacity of ¥90.0 billion (approximately $556 million as of June 30, 2026). The Paidy Credit Agreement will terminate and all amounts owed thereunder will be due and payable in February 2027, unless the commitments are terminated earlier. As of June 30, 2026 and December 31, 2025, ¥90.0 billion (approximately $556 million) and ¥90.0 billion (approximately $575 million) was drawn down under the Paidy Credit Agreement, respectively, which was recorded in short-term debt and long-term debt, respectively, on our condensed consolidated balance sheets. The weighted average interest rate on the borrowing was 1.49% as of June 30, 2026. At June 30, 2026, no borrowing capacity was available for the purposes permitted by the Paidy Credit Agreement. During the three and six months ended June 30, 2026 and 2025, the total interest expense and fees we recorded related to the Paidy Credit Agreement were de minimis.

COMMERCIAL PAPER

There was $200 million outstanding in commercial paper notes as of both June 30, 2026 and December 31, 2025, which was recorded in short-term debt on our condensed consolidated balance sheets. The weighted average interest rate on the commercial paper borrowings was 4.06% and 4.07% as of June 30, 2026 and December 31, 2025, respectively. The maturities of the commercial paper notes may vary, but may not exceed 397 days from the date of issuance.

Other than as provided above, there were no significant changes to the information disclosed in our 2025 Form 10-K.