Debt	6 Months Ended
Jun. 30, 2021
Debt [Abstract]
Debt	Note 6—Debt Our debt balance at June 30, 2021, was $ 20.0 billion compared with $ 15.4 billion at December 31, 2020. On January 15, 2021, we completed the acquisition of Concho in an all-stock transaction. In the acquisition, we assumed Concho’s publicly traded debt, with an outstanding principal balance of $ 3.9 billion, which was recorded at fair value of $ 4.7 billion on the acquisition date. Debt assumed consisted of the following: ● 3.75 % Notes due 2027 with principal of $ 1,000 million ● 4.3 % Notes due 2028 with principal of $ 1,000 million ● 2.4 % Notes due 2031 with principal of $ 500 million ● 4.875 % Notes due 2047 with principal of $ 800 million ● 4.85 % Notes due 2048 with principal of $ 600 million The adjustment to fair value of the senior notes of approximately $ 0.8 billion on the acquisition date will be amortized as an adjustment to interest expense over the remaining contractual terms of the senior notes. In the first quarter of 2021, we completed a debt exchange offer related to the debt assumed from Concho. Of the approximately $ 3.9 billion in aggregate principal amount of Concho’s senior notes offered in the exchange, 98 percent, or approximately $ 3.8 billion, were tendered and accepted. The new debt issued by ConocoPhillips had the same interest rates and maturity dates as the Concho senior notes. The portion not exchanged, approximately $ 67 million, remained outstanding across five series of senior notes issued by Concho. The debt exchange was treated as a debt modification for accounting purposes resulting in a portion of the unamortized fair value adjustment of the Concho senior notes allocated to the new debt issued by ConocoPhillips on the settlement date of the exchange. The new debt issued in the exchange is fully and unconditionally guaranteed by ConocoPhillips Company. We have a revolving credit facility totaling $ 6.0 billion with an expiration date of May 2023 . Our revolving credit facility may be used for direct bank borrowings, the issuance of letters of credit totaling up to $ 500 million, or as support for our commercial paper program. The revolving credit facility is broadly syndicated among financial institutions and does not contain any material adverse change provisions or any covenants requiring maintenance of specified financial ratios or credit ratings. The facility agreement contains a cross- default provision relating to the failure to pay principal or interest on other debt obligations of $ 200 million or more by ConocoPhillips, or any of its consolidated subsidiaries. The amount of the facility is not subject to redetermination prior to its expiration date. Credit facility borrowings may bear interest at a margin above rates offered by certain designated banks in the London interbank market or at a margin above the overnight federal funds rate or prime rates offered by certain designated banks in the U.S. The facility agreement calls for commitment fees on available, but unused, amounts. The facility agreement also contains early termination rights if our current directors or their approved successors cease to be a majority of the Board of Directors. The revolving credit facility supports our ability to issue up to $ 6.0 billion of commercial paper. Commercial paper is generally limited to maturities of 90 days and is included in the short-term debt on our consolidated balance sheet. With $ 300 million of commercial paper outstanding and no direct borrowings or letters of credit, we had access to $ 5.7 billion in available borrowing capacity under our revolving credit facility at June 30, 2021. At December 31, 2020, we had $ 300 million of commercial paper outstanding and no direct borrowings or letters of credit issued. In January 2021, Fitch affirmed its rating of our long-term debt as “A” with a “stable” outlook and affirmed its rating of our short-term debt as “F1+.” On January 25, 2021, S&P revised its industry risk assessment of the E&P industry to “Moderately High” from “Intermediate” based on a view of increasing risks from the energy transition, price volatility, and weaker profitability. On February 11, 2021, S&P downgraded its rating of our long-term debt from “A” to “A-” with a “stable” outlook and downgraded its rating of our short-term debt from “A-1” to “A-2.” In May 2021, Moody’s affirmed its rating of our senior long-term debt of “A3” with a “stable” outlook. Moody’s rates our short-term debt as “Prime-2.” We do not have any ratings triggers on any of our corporate debt that would cause an automatic default, and thereby impact our access to liquidity, upon downgrade of our credit ratings. If our credit ratings are downgraded from their current levels, it could increase the cost of corporate debt available to us and restrict our access to the commercial paper markets. If our credit rating were to deteriorate to a level prohibiting us from accessing the commercial paper market, we would still be able to access funds under our revolving credit facility . At June 30, 2021, we had $ 283 million of certain variable rate demand bonds (VRDBs) outstanding with maturities ranging through 2035. The VRDBs are redeemable at the option of the bondholders on any business day. If they are ever redeemed, we have the ability and intent to refinance on a long-term basis, therefore, the VRDBs are included in the “Long-term debt” line on our consolidated balance sheet.

Note 6—Debt

Our debt balance at June 30, 2021, was $

20.0

billion compared with $

15.4

billion at December 31, 2020.

On January 15, 2021, we completed the acquisition

of Concho in an all-stock transaction.

In the acquisition,

we assumed Concho’s publicly traded debt, with an outstanding principal

balance of $

3.9

billion, which was

recorded at fair value of $

4.7

billion on the acquisition date.

Debt assumed consisted of the following:

●

3.75

% Notes due

2027

with principal of $

1,000

million

●

4.3

% Notes due

2028

with principal of $

1,000

million

●

2.4

% Notes due

2031

with principal of $

500

million

●

4.875

% Notes due

2047

with principal of $

800

million

●

4.85

% Notes due

2048

with principal of $

600

million

The adjustment to fair value of the senior notes

of approximately $

0.8

billion on the acquisition date will be

amortized as an adjustment to interest expense over

the remaining contractual terms of the

senior notes.

In the first quarter of 2021, we completed a debt

exchange offer related to the debt assumed from Concho.

the approximately $

3.9

billion in aggregate principal amount of Concho’s senior notes

offered in the exchange,

percent, or approximately $

3.8

billion, were tendered and accepted.

The new debt issued by

ConocoPhillips had the same interest rates

and maturity dates as the Concho senior notes.

The portion not

exchanged, approximately $

million, remained outstanding across five series

of senior notes issued by

Concho.

The debt exchange was treated as a debt modification

for accounting purposes resulting in a portion

of the unamortized fair value adjustment of the Concho

senior notes allocated to the new debt

issued by

ConocoPhillips on the settlement date of the exchange.

The new debt issued in the exchange is fully

and

unconditionally guaranteed by ConocoPhillips

Company.

We have a revolving credit facility totaling $

6.0

billion with an expiration date of

May 2023

Our revolving

credit facility may be used for direct bank borrowings,

the issuance of letters of credit totaling

up to $

500

million, or as support for our commercial paper

program.

The revolving credit facility is broadly syndicated

among financial institutions and does not contain

any material adverse change provisions or any covenants

requiring maintenance of specified financial

ratios or credit ratings.

The facility agreement contains a cross-

default provision relating to the failure to pay principal

or interest on other debt obligations of $

200

million or

more by ConocoPhillips, or any of its consolidated

subsidiaries.

The amount of the facility is not subject to

redetermination prior to its expiration date.

Credit facility borrowings may bear interest at

a margin above rates offered by certain designated banks in the

London interbank market or at a margin above the overnight

federal funds rate or prime rates offered by

certain designated banks in the U.S.

The facility agreement calls for commitment

fees on available, but

unused, amounts.

The facility agreement also contains early

termination rights if our current directors or

their

approved successors cease to be a majority of

the Board of Directors.

The revolving credit facility supports our ability

to issue up to $

6.0

billion of commercial paper.

Commercial

paper is generally limited to

maturities of 90 days

and is included in the short-term debt on our consolidated

balance sheet. With $

300

million of commercial paper outstanding and

direct borrowings or letters of

credit, we had access to $

5.7

billion in available borrowing capacity under our revolving

credit facility at June

30, 2021.

At December 31, 2020, we had $

300

million of commercial paper outstanding

and

direct

borrowings or letters of credit issued.

In January 2021, Fitch affirmed its rating of our long-term debt as “A” with a “stable” outlook and affirmed its

rating of our short-term debt as “F1+.” On January 25, 2021, S&P revised its industry risk assessment of the

E&P industry to “Moderately High” from “Intermediate” based on a view of increasing risks from the energy

transition, price volatility, and weaker profitability. On February 11, 2021, S&P downgraded its rating of our

long-term debt from “A” to “A-” with a “stable” outlook and downgraded its rating of our short-term debt

from “A-1” to “A-2.” In May 2021, Moody’s affirmed its rating of our senior long-term debt of “A3” with a

“stable” outlook. Moody’s rates our short-term debt as “Prime-2.” We do not have any ratings triggers on any

of our corporate debt that would cause an automatic default, and thereby impact our access to liquidity, upon

downgrade of our credit ratings. If our credit ratings are downgraded from their current levels, it could

increase the cost of corporate debt available to us and restrict our access to the commercial paper markets. If

our credit rating were to deteriorate to a level prohibiting us from accessing the commercial paper market, we

would still be able to access funds under our revolving credit facility

At June 30, 2021, we had $

283

million of certain variable rate demand bonds (VRDBs)

outstanding with

maturities ranging through 2035.

The VRDBs are redeemable at the option of the

bondholders on any business

day.

If they are ever redeemed, we have the ability

and intent to refinance on a long-term basis,

therefore, the

VRDBs are included in the “Long-term debt” line

on our consolidated balance sheet.