Debt | Debt The following table presents the Partnership’s outstanding debt as of September 30, 2019 and December 31, 2018 . September 30, 2019 December 31, 2018 Outstanding Principal Premium (Discount) Total Debt Outstanding Principal Premium (Discount) Total Debt (In millions) Commercial Paper $ 182 $ — $ 182 $ 649 $ — $ 649 Revolving Credit Facility — — — 250 — 250 2019 Term Loan Agreement 800 — 800 — — — 2019 Notes — — — 500 — 500 2024 Notes 600 — 600 600 — 600 2027 Notes 700 (2 ) 698 700 (2 ) 698 2028 Notes 800 (6 ) 794 800 (6 ) 794 2029 Notes 550 (1 ) 549 — — — 2044 Notes 550 — 550 550 — 550 EOIT Senior Notes 250 3 253 250 7 257 Total debt $ 4,432 $ (6 ) $ 4,426 $ 4,299 $ (1 ) $ 4,298 Less: Short-term debt (1) 182 649 Less: Current portion of long-term debt (2) 253 500 Less: Unamortized debt expense (3) 23 20 Total long-term debt $ 3,968 $ 3,129 ____________________ (1) Short-term debt includes $182 million and $649 million of outstanding commercial paper as of September 30, 2019 and December 31, 2018 , respectively. (2) As of September 30, 2019 , Current portion of long-term debt included $253 million outstanding balance of the EOIT Senior Notes due March 15, 2020. As of December 31, 2018 , Current portion of long-term debt included $500 million outstanding balance of the 2019 Notes due May 15, 2019. (3) As of September 30, 2019 and December 31, 2018 , there was an additional $5 million and $6 million , respectively, of unamortized debt expense related to the Revolving Credit Facility included in Other assets, not included above. Commercial Paper The Partnership has a commercial paper program, pursuant to which the Partnership is authorized to issue up to $1.4 billion of commercial paper. The commercial paper program is supported by our Revolving Credit Facility, and outstanding commercial paper effectively reduces our borrowing capacity thereunder. There were $182 million and $649 million outstanding under our commercial paper program at September 30, 2019 and December 31, 2018 , respectively. The weighted average interest rate for the outstanding commercial paper was 2.96% as of September 30, 2019 . Revolving Credit Facility On April 6, 2018, the Partnership amended and restated its Revolving Credit Facility. As amended and restated, the Revolving Credit Facility is a $1.75 billion , 5 -year senior unsecured revolving credit facility, which under certain circumstances may be increased from time to time up to an additional $875 million . The Revolving Credit Facility is scheduled to mature on April 6, 2023, subject to an extension option, which could be exercised two times to extend the term of the Revolving Credit Facility, in each case, for an additional one-year term. As of September 30, 2019 , there were no principal advances and $3 million in letters of credit outstanding under the Revolving Credit Facility. The Revolving Credit Facility provides that outstanding borrowings bear interest at the LIBOR and/or an alternate base rate, at the Partnership’s election, plus an applicable margin. The applicable margin is based on the Partnership’s designated credit ratings from S&P, Moody’s and Fitch Ratings. As of September 30, 2019 , the applicable margin for LIBOR-based borrowings under the Revolving Credit Facility was 1.50% based on the Partnership’s credit ratings. In addition, the Revolving Credit Facility requires the Partnership to pay a fee on unused commitments. The commitment fee is based on the Partnership’s credit ratings. As of September 30, 2019 , the commitment fee under the restated Revolving Credit Facility was 0.20% per annum based on the Partnership’s credit ratings. The commitment fee is recorded as interest expense in the Partnership’s Condensed Consolidated Statements of Income. 2019 Term Loan Agreement On January 29, 2019, the Partnership entered into an unsecured term loan agreement with Bank of America, N.A., as administrative agent, and the several lenders thereto. The 2019 Term Loan Agreement has a scheduled maturity date of January 29, 2022, but contains an option, which may be exercised up to two times, to extend the maturity date for an additional one-year term. The 2019 Term Loan Agreement provides that outstanding borrowings bear interest at the eurodollar rate and/or an alternate base rate, at the Partnership’s election, plus an applicable margin. The applicable margin is based on the Partnership’s credit ratings. The applicable margin shall equal, (1) in the case of interest rates determined by reference to the eurodollar rate, between 0.75% and 1.50% per annum and (2) in the case of interest rates determined by reference to the alternate base rate, between 0% and 0.50% per annum. As of September 30, 2019 , the applicable margin for LIBOR-based advances under the 2019 Term Loan Facility was 1.25% based on the Partnership’s credit ratings. As of September 30, 2019 , the weighted average interest rate of the 2019 Term Loan Agreement was 3.33% . Prior to the expiration of the availability period for advances on July 26, 2019, the Partnership drew $1 billion in advances under the Term Loan Agreement, which were used for general partnership purposes. Advances under the 2019 Term Loan Agreement can be prepaid, in whole or in part, at any time without premium or penalty, other than usual and customary LIBOR breakage costs, if applicable. On September 16, 2019, the Partnership prepaid $200 million of the advances under the Term Loan Agreement, the repayment of which was not subject to LIBOR breakage costs. As of September 30, 2019 , there was $800 million outstanding under the 2019 Term Loan Agreement. The 2019 Term Loan Agreement contains a financial covenant requiring the Partnership to maintain a ratio of consolidated funded debt to consolidated EBITDA as of the last day of each fiscal quarter of less than or equal to 5.00 to 1.00; provided that, for a certain period time following an acquisition by the Partnership or certain of its subsidiaries with a purchase price that when combined with the aggregate purchase price for all other such acquisitions in any rolling 12-month period, is equal to or greater than $25 million , the consolidated funded debt to consolidated EBITDA ratio as of the last day of each such fiscal quarter during such period would be permitted to be up to 5.50 to 1.00. The 2019 Term Loan Agreement also contains covenants that restrict the Partnership and certain of its subsidiaries in respect of, among other things, mergers and consolidations, sales of all or substantially all assets, incurrence of subsidiary indebtedness, incurrence of liens, transactions with affiliates, designation of subsidiaries as Excluded Subsidiaries (as defined in the 2019 Term Loan Agreement), restricted payments, changes in the nature of their respective business and entering into certain restrictive agreements. The 2019 Term Loan Agreement is subject to acceleration upon the occurrence of certain defaults, including, among others, payment defaults on such facility, breach of representations, warranties and covenants, acceleration of indebtedness (other than intercompany and non-recourse indebtedness) of $100 million or more in the aggregate, change of control, nonpayment of uninsured judgments in excess of $100 million , and the occurrence of certain ERISA and bankruptcy events, subject, where applicable, to specified cure periods. Senior Notes On September 13, 2019, the Partnership completed the public offering of $550 million aggregate principal amount of its 4.15% Senior Notes due 2029. The Partnership received net proceeds of approximately $544 million , after deducting the underwriting discount and offering expenses. The net proceeds were used to repay $200 million of borrowings outstanding under the 2019 Term Loan Agreement, to repay amounts outstanding under the commercial paper program, and for general partnership purposes. The Partnership intends to issue commercial paper to repay the full amount of the EOIT Senior Notes at maturity. The 2029 Notes had an unamortized discount of $1 million and unamortized debt expense of $5 million at September 30, 2019 , resulting in an effective interest rate of 4.31% from the issue date through September 30, 2019 . As of September 30, 2019 , the Partnership’s debt also included the 2024 Notes, 2027 Notes, 2028 Notes and 2044 Notes, which had $8 million of unamortized discount and $18 million of unamortized debt expense at September 30, 2019 , resulting in effective interest rates of 4.01% , 4.57% , 5.20% and 5.08% , respectively, during the nine months ended September 30, 2019 . In May 2019, the Partnership’s 2019 Notes matured and were paid using proceeds from the 2019 Term Loan Agreement. As of September 30, 2019 , the Partnership’s debt included EOIT’s Senior Notes. The EOIT Senior Notes had $3 million of unamortized premium at September 30, 2019 , resulting in an effective interest rate of 3.82% during the nine months ended September 30, 2019 . As of September 30, 2019 , the Partnership and EOIT were in compliance with all of their debt agreements, including financial covenants. |