DEBT | DEBT Amounts of outstanding debt were classified as debt maturing within one year and long-term debt on the consolidated statements of financial position as follows: December 31, (In millions of USD) 2024 2023 ITC Holdings 6.375% Senior Notes, due September 30, 2036 $ 200 $ 200 ITC Holdings 3.65% Senior Notes, due June 15, 2024 (a) — 400 ITC Holdings 5.30% Senior Notes, due July 1, 2043 300 300 ITC Holdings 3.25% Notes, due June 30, 2026 400 400 ITC Holdings 3.35% Senior Notes, due November 15, 2027 500 500 ITC Holdings 2.95% Senior Notes, due May 14, 2030 700 700 ITC Holdings 4.95% Senior Notes, due September 22, 2027 900 900 ITC Holdings 5.40% Senior Notes, due June 1, 2033 500 500 ITC Holdings 5.65% Senior Notes, due May 9, 2034 400 — ITCTransmission 6.125% First Mortgage Bonds, Series C, due March 31, 2036 100 100 ITCTransmission 4.625% First Mortgage Bonds, Series E, due August 15, 2043 285 285 ITCTransmission 4.27% First Mortgage Bonds, Series F, due June 10, 2044 100 100 ITCTransmission 4.00% First Mortgage Bonds, Series G, due March 30, 2053 225 225 ITCTransmission 3.30% First Mortgage Bonds, Series H, due August 28, 2049 75 75 ITCTransmission 2.93% First Mortgage Bonds, Series I, due January 14, 2052 20 20 ITCTransmission 2.93% First Mortgage Bonds, Series J, due January 14, 2052 130 130 ITCTransmission 5.11% First Mortgage Bonds, Series K, due January 23, 2029 75 — ITCTransmission 5.38% First Mortgage Bonds, Series L, due January 23, 2034 75 — METC 5.64% Senior Secured Notes, due May 6, 2040 50 50 METC 3.98% Senior Secured Notes, due October 26, 2042 75 75 METC 4.19% Senior Secured Notes, due December 15, 2044 150 150 METC 3.90% Senior Secured Notes, due April 26, 2046 200 200 METC 4.55% Senior Secured Notes, Series A, due January 15, 2049 50 50 METC 4.65% Senior Secured Notes, Series B, due July 10, 2049 50 50 METC 3.02% Senior Secured Notes, due October 14, 2055 150 150 METC 2.90% Senior Secured Notes, Series A, due August 3, 2051 75 75 METC 3.05% Senior Secured Notes, Series B, due May 10, 2052 75 75 METC 5.65% Senior Secured Notes, Series A, due November 1, 2028 90 90 METC 5.98% Senior Secured Notes, Series B, due January 16, 2034 85 — ITC Midwest 6.15% First Mortgage Bonds, Series A, due January 31, 2038 175 175 ITC Midwest 4.60% First Mortgage Bonds, Series D, due December 17, 2024 (a) — 75 ITC Midwest 3.50% First Mortgage Bonds, Series E, due January 19, 2027 100 100 ITC Midwest 4.09% First Mortgage Bonds, Series F, due April 30, 2043 100 100 ITC Midwest 3.83% First Mortgage Bonds, Series G, due April 7, 2055 225 225 ITC Midwest 4.16% First Mortgage Bonds, Series H, due April 18, 2047 200 200 ITC Midwest 4.32% First Mortgage Bonds, Series I, due November 1, 2051 175 175 ITC Midwest 3.13% First Mortgage Bonds, Series J, due July 15, 2051 180 180 ITC Midwest 3.87% First Mortgage Bonds, Series K, due October 12, 2027 75 75 ITC Midwest 4.53% First Mortgage Bonds, Series L, due October 12, 2052 75 75 ITC Midwest 4.88% First Mortgage Bonds, Series M, due December 10, 2035 125 — ITC Midwest 5.25% First Mortgage Bonds, Series N, due December 10, 2043 125 — ITC Great Plains 4.16% First Mortgage Bonds, Series A, due November 26, 2044 100 150 Revolving Credit Agreement, due April 14, 2028 247 311 Other 2 3 Total principal 7,939 7,644 Unamortized deferred financing fees and discount (b) (47) (46) Total debt $ 7,892 $ 7,598 ____________________________ (a) As of December 31, 2024 there was no debt maturing within one year on the consolidated statements of financial position. At December 31, 2023 there was $475 million, net of unamortized deferred financing fees and discount, of debt included within debt maturing within one year on the consolidated statements of financial position. (b) We recorded $7 million for the year ended December 31, 2024 and $6 million for each of the years ended December 31, 2023 and 2022 to interest expense for the amortization of deferred financing fees and debt discounts. The annual maturities of debt as of December 31, 2024 are as follows: (In millions of USD) 2025 $ — 2026 400 2027 1,575 2028 338 2029 75 2030 and thereafter 5,551 Total $ 7,939 ITC Holdings Senior Unsecured Notes On May 9, 2024, ITC Holdings completed a debt issuance of $400 million aggregate principal amount of unsecured 5.65% Senior Notes, due May 9, 2034. The 5.65% Senior Notes are redeemable prior to February 9, 2034, in whole or in part and at the option of ITC Holdings, by paying an applicable make whole premium. The net proceeds from this offering, after discount and costs related to the issuance, were used to partially fund the repayment of the $400 million aggregate principal amount of ITC Holdings 3.65% Senior Notes due June 15, 2024 and for general corporate purposes. The Senior Notes were issued under ITC Holdings’ indenture, dated April 18, 2013, between ITC Holdings and Computershare Trust Company, N.A., as successor to Wells Fargo Bank, National Association, as trustee, as supplemented from time to time, including by the Eighth Supplemental Indenture, dated as of May 9, 2024. On June 1, 2023, ITC Holdings completed a private offering of Senior Notes totaling $800 million, which included $500 million aggregate principal amount of unsecured 5.40% Senior Notes, due June 1, 2033, and an additional $300 million aggregate principal amount issued of its existing unsecured 4.95% Senior Notes, due September 22, 2027. The issuance increased the total aggregate principal amount issued of the 4.95% Senior Notes to $900 million. The 5.40% and the 4.95% Senior Notes are redeemable prior to March 1, 2033 and August 22, 2027, respectively, in whole or in part and at the option of ITC Holdings, by paying an applicable make whole premium. A portion of the total net proceeds from the offering, after discount and costs related to the issuances, was used to redeem in full $250 million aggregate principal amount of ITC Holdings 4.05% Senior Notes, due July 1, 2023, to repay indebtedness outstanding under the commercial paper program and for general corporate purposes. The 4.95% and 5.40% Senior Notes were issued under ITC Holdings’ indenture, dated April 18, 2013, between ITC Holdings and Computershare Trust Company, N.A., as successor to Wells Fargo Bank, National Association, as trustee, as supplemented from time to time, including by the Sixth and Seventh Supplemental Indentures, dated as of September 22, 2022 and June 1, 2023, respectively. Commercial Paper Program ITC Holdings has an ongoing commercial paper program for the issuance and sale of unsecured commercial paper in an aggregate amount not to exceed $400 million outstanding at any one time. As of December 31, 2024 and 2023, ITC Holdings did not have any commercial paper issued and outstanding under the program. The Company’s Revolving Credit Agreement may be used to repay commercial paper issued pursuant to the commercial paper program. ITCTransmission First Mortgage Bonds On January 23, 2024, ITCTransmission issued an aggregate principal amount of $75 million of 5.11% First Mortgage Bonds, Series K, due January 23, 2029 and an aggregate principal amount of $75 million of 5.38% First Mortgage Bonds, Series L, due January 23, 2034. The proceeds were used to repay existing indebtedness under the Revolving Credit Agreement, to partially fund capital expenditures and for general corporate purposes. All of ITCTransmission’s First Mortgage Bonds are issued under its First Mortgage and Deed of Trust and secured by a first mortgage lien on substantially all of its real property and tangible personal property. METC Senior Secured Notes On November 1, 2023, METC completed a private offering of Senior Secured Notes totaling an aggregate principal amount of $175 million. The offering consisted of an issuance of $90 million on November 1, 2023 of 5.65% Series A Senior Secured Notes due November 1, 2028 and an issuance of $85 million on January 16, 2024 of 5.98% Series B Senior Secured Notes due January 16, 2034. The proceeds from the Senior Secured Notes were used to repay indebtedness under the Revolving Credit Agreement, to partially fund capital expenditures and for general corporate purposes. All of METC’s Senior Secured Notes are issued under its first mortgage indenture and secured by a first mortgage lien on substantially all of its real property and tangible personal property. ITC Midwest First Mortgage Bonds On December 10, 2024, ITC Midwest issued an aggregate principal amount of $125 million of 4.88% First Mortgage Bonds, Series M, due December 10, 2035 and an aggregate principal amount of $125 million of 5.25% First Mortgage Bonds, Series N, due December 10, 2043. The proceeds were used to repay existing indebtedness under the Revolving Credit Agreement, to partially fund capital expenditures and for general corporate purposes. All of ITC Midwest’s First Mortgage Bonds were issued under its First Mortgage and Deed of Trust and secured by a first mortgage lien on substantially all of its real property and tangible personal property. ITC Great Plains First Mortgage Bonds On June 24, 2024, ITC Great Plains completed a partial redemption of $50 million of the $150 million aggregate principal amount of 4.16% First Mortgage Bonds, Series A, due November 26, 2044. There was no make-whole premium payment associated with the redemption. Revolving Credit Agreement At December 31, 2024, we had the following unguaranteed, unsecured revolving credit facility available and outstanding: (In millions of USD) Total Outstanding Unused Weighted Average Commitment ITC Holdings $ 350 $ — $ 350 — % 0.175 % ITCTransmission 175 62 113 5.38 % 0.100 % METC 175 72 103 5.38 % 0.100 % ITC Midwest 225 46 179 5.38 % 0.100 % ITC Great Plains 75 67 8 5.38 % 0.100 % Total $ 1,000 $ 247 $ 753 ____________________________ (a) Represents the current borrowing sublimit. Individual sublimits may be adjusted, subject to certain individual sublimits and the aggregate limit under the Revolving Credit Agreement not to exceed $1 billion. In June 2024, we adjusted our current borrowing sublimits, which resulted in an increase to ITC Great Plains of $50 million and a decrease to ITC Holdings of $50 million. (b) Included within long-term debt on the consolidated statements of financial position. (c) Interest charged on borrowings depends on the variable rate structure we elect at the time of each borrowing. (d) Calculation based on the average daily unused commitments, subject to adjustment based on the borrower’s credit rating. Derivative Instruments and Hedging Activities We use derivative financial instruments to manage our exposure to fluctuations in interest rates. During 2023 and 2024, ITC Holdings entered into the following derivative instruments that qualified for cash flow hedge accounting treatment. The contracts are used to manage interest rate risk associated with forecasted debt issuances at ITC Holdings. (In millions of USD) Notional Amount Weighted Average Fixed Rate Gain (Loss) on Derivatives (a) Term Effective Date Outstanding derivative instruments Interest rate swaps $ 135 3.27 % $ — 5 Q2 2026 Settled derivative instruments U.S. Treasury rate lock contracts (b) 300 4.66 % (3) 5 Q2 2024 U.S. Treasury rate lock contracts (b) 500 3.46 % 4 10 Q2 2023 ____________________________ (a) This amount, recorded net of tax in AOCI, is amortized as a component of interest expense over the term of the derivative instrument as the forecasted transactions affect earnings. See Note 13 for additional information. (b) The settlement payment was recognized within cash flows from operating activities in the consolidated statements of cash flows. In 2025, ITC Holdings entered into interest rate swaps with notional amounts totaling $95 million, increasing the notional amount of outstanding interest rate swaps to $230 million and the weighted average fixed rate to 3.56%. The contracts manage interest rate risk associated with the forecasted future issuance of fixed-rate debt at ITC Holdings. The interest rate swaps are expected to qualify for cash flow hedge accounting treatment. |