v3.26.1
Debt
 6 Months Ended
Jun. 30, 2026
Debt Disclosure [Abstract]  
Debt Debt
Senior Unsecured Notes

On March 16, 2026, the Company issued $2.5 billion aggregate principal amount of Senior Notes and utilized a portion of the net proceeds to fully repay the $2.0 billion outstanding aggregate principal amount of its 0% convertible senior notes due 2026 (“2026 Notes”) upon their maturity. The Company incurred debt discount and issuance costs of approximately $22 million in connection with the Senior Notes offering, which were allocated on a pro rata basis to the $850 million of 4.40% senior notes due March 2029 (“2029 Notes”), the 2031 Notes, and the 2036 Notes. The debt discount and issuance costs are amortized on an effective interest rate method to interest expense, in the Company’s unaudited condensed consolidated statements of operations, over the contractual term of the Senior Notes.

The Senior Notes rank equally with all of the Company's existing and future unsecured senior indebtedness. Interest is payable semi-annually in arrears on March 16 and September 16 of each year.

The following table summarizes the Company’s long-term debt as of June 30, 2026 (in millions, except percentages):
June 30, 2026
Instruments
Effective Interest RateAmount
4.40% Senior Notes due March 2029
4.7 %$850 
4.65% Senior Notes due March 2031
4.9 %850 
5.25% Senior Notes due March 2036
5.4 %800 
Total long-term debt2,500 
Unamortized discount and debt issuance costs(21)
Hedge fair value adjustments(1)
(3)
Total long-term debt, net$2,476 

(1)See Note 6, Derivative Instruments and Hedging, for further information on the interest rate swaps related to fixed-rate debt.

The principal maturities of the Senior Notes over the next five years total approximately $1.7 billion, consisting of the 2029 Notes and 2031 Notes, with the remaining $800 million maturing thereafter. Interest expense, including amortization of debt discount and issuance costs, for the three and six months ended June 30, 2026, which primarily related to the Senior Notes, was $31 million and $36 million, respectively. For the three and six months ended June 30, 2025, interest expense related to the amortization of the debt discount and issuance costs associated with the 2026 Notes was immaterial.

The indenture governing the Senior Notes contains covenants that limit the ability of the Company and its restricted subsidiaries to, among other things: (i) create liens on certain assets to secure debt; (ii) enter into certain sale and leaseback transactions; and (iii) in the case of the Company, consolidate with, merge into or sell, convey or lease all or substantially all of the Company’s assets to any other person, in each case as set forth in the indenture. These covenants are, however, subject to a number of important limitations and exceptions. The indenture governing the Senior Notes also contains customary event of default provisions. The Company was in compliance with all covenants as of June 30, 2026.

2022 Credit Facility

In 2022, the Company entered into a five-year unsecured Revolving Credit Agreement, which provides for initial commitments by a group of lenders led by Morgan Stanley Senior Funding, Inc. of $1.0 billion (“2022 Credit Facility”). The 2022 Credit Facility provides a $200 million sub-limit for the issuance of letters of credit.

The 2022 Credit Facility contains customary events of default, and affirmative and negative covenants, including restrictions on the Company’s and certain of its subsidiaries’ ability to incur debt and liens, undergo fundamental changes, as well as certain financial covenants. The Company was in compliance with all financial covenants as of June 30, 2026.

As of June 30, 2026, no amounts were drawn under the 2022 Credit Facility and outstanding letters of credit totaled $20 million.