ORACLE CORP Debt Disclosure
Notes payable and other borrowings consisted of the following:
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May 31, |
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2025 |
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2024 |
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(Amounts in millions) |
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Date of |
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Amount |
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Effective |
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Amount |
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Effective |
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Fixed-rate senior notes: |
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$2,000, 3.40%, due |
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$ |
— |
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N.A |
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$ |
2,000 |
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3.43% |
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$2,000, 2.95%, due |
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— |
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N.A |
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2,000 |
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3.01% |
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$3,500, 2.50%, due |
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— |
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N.A |
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3,500 |
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2.54% |
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$2,500, 2.95%, due |
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— |
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N.A |
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2,500 |
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3.05% |
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€750, 3.125%, due (1)(2) |
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841 |
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3.17% |
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808 |
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3.17% |
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$1,000, 5.80%, due |
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1,000 |
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5.93% |
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1,000 |
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5.93% |
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$2,750, 1.65%, due |
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2,750 |
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1.67% |
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2,750 |
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1.67% |
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$3,000, 2.65%, due |
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3,000 |
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2.73% |
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3,000 |
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2.73% |
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$2,250, 2.80%, due |
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2,250 |
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2.87% |
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2,250 |
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2.87% |
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$2,750, 3.25%, due |
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2,750 |
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3.29% |
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2,750 |
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3.29% |
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$2,000, 2.30%, due |
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2,000 |
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2.36% |
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2,000 |
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2.36% |
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$750, 4.50%, due |
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750 |
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4.60% |
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750 |
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4.60% |
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$1,500, 4.80%, due (4) |
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1,500 |
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4.94% |
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— |
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N.A |
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$1,500, 4.20%, due (4) |
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1,500 |
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4.27% |
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— |
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N.A |
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$1,250, 6.15%, due |
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1,250 |
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6.21% |
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1,250 |
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6.21% |
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$3,250, 2.95%, due |
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3,250 |
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3.00% |
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3,250 |
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3.00% |
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$750, 4.65%, due |
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750 |
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4.75% |
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750 |
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4.75% |
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$500, 3.25%, due |
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500 |
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3.35% |
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500 |
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3.35% |
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$3,250, 2.875%, due |
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3,250 |
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2.92% |
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3,250 |
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2.92% |
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$1,250, 5.25%, due (4) |
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1,250 |
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5.36% |
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— |
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N.A |
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$2,250, 6.25%, due |
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2,250 |
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6.32% |
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2,250 |
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6.32% |
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$1,500, 4.90%, due |
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1,500 |
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4.95% |
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1,500 |
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4.95% |
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$1,750, 4.30%, due |
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1,750 |
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4.30% |
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1,750 |
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4.30% |
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$1,750, 4.70%, due (4) |
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1,750 |
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4.77% |
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— |
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N.A |
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$1,250, 3.90%, due |
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1,250 |
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4.00% |
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1,250 |
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4.00% |
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$1,750, 5.50%, due (4) |
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1,750 |
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5.55% |
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— |
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N.A |
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$1,250, 3.85%, due |
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1,250 |
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3.89% |
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1,250 |
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3.89% |
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$1,750, 3.80%, due |
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1,750 |
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3.86% |
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1,750 |
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3.86% |
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$1,250, 6.50%, due |
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1,250 |
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6.51% |
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1,250 |
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6.51% |
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$1,250, 6.125%, due |
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1,250 |
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6.17% |
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1,250 |
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6.17% |
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$3,000, 3.60%, due |
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3,000 |
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3.64% |
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3,000 |
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3.64% |
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$2,250, 5.375%, due |
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2,250 |
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5.45% |
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2,250 |
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5.45% |
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$2,250, 3.65%, due |
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2,250 |
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3.72% |
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2,250 |
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3.72% |
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$1,000, 4.50%, due |
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1,000 |
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4.50% |
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1,000 |
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4.50% |
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$2,000, 4.125%, due |
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2,000 |
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4.20% |
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2,000 |
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4.20% |
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$3,000, 4.00%, due |
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3,000 |
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4.03% |
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3,000 |
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4.03% |
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$2,250, 4.00%, due |
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2,250 |
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4.05% |
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2,250 |
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4.05% |
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$4,500, 3.60%, due |
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4,500 |
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3.64% |
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4,500 |
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3.64% |
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$3,250, 3.95%, due |
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3,250 |
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3.98% |
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3,250 |
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3.98% |
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$2,500, 6.90%, due |
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2,500 |
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6.94% |
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2,500 |
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6.94% |
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$2,250, 5.55%, due |
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2,250 |
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5.62% |
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2,250 |
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5.62% |
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May 31, |
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2025 |
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2024 |
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(Amounts in millions) |
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Date of |
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Amount |
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Effective |
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Amount |
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Effective |
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$1,750, 5.375%, due (4) |
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1,750 |
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5.43% |
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— |
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N.A |
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$1,250, 4.375%, due |
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1,250 |
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4.44% |
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1,250 |
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4.44% |
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$1,750, 6.00%, due (4) |
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1,750 |
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6.04% |
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— |
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N.A |
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$3,500, 3.85%, due |
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3,500 |
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3.89% |
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3,500 |
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3.89% |
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$1,500, 4.10%, due |
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1,500 |
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4.13% |
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1,500 |
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4.13% |
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$1,250, 5.50%, due (4) |
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1,250 |
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5.55% |
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— |
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N.A |
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$1,000, 6.125%, due (4) |
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1,000 |
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6.17% |
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— |
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N.A |
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Floating-rate senior notes: |
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$500, Compounded SOFR plus 0.76%, due (4) |
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500 |
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5.28% |
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— |
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N.A |
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Term loan credit agreements: |
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$790, plus 1.70%, due (3) |
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— |
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N.A |
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790 |
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6.99% |
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$170, plus 1.70%, due |
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— |
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N.A |
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170 |
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6.98% |
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$3,570, plus 1.70%, due (3) |
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— |
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N.A |
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3,570 |
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6.99% |
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$1,100, plus 1.70%, due |
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— |
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N.A |
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1,100 |
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6.98% |
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$5,630, plus 1.35%, due 3) |
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5,419 |
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6.10% |
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— |
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N.A |
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Commercial paper notes |
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2,294 |
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4.88% |
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401 |
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5.43% |
Other borrowings due |
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113 |
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3.53% |
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113 |
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3.53% |
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Total senior notes and other borrowings |
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$ |
92,917 |
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$ |
87,202 |
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Unamortized discount/issuance costs |
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(348 |
) |
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(302 |
) |
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Hedge accounting fair value adjustments(2) |
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(1 |
) |
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(31 |
) |
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Total notes payable and other borrowings |
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$ |
92,568 |
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$ |
86,869 |
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Notes payable and other borrowings, current |
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$ |
7,271 |
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$ |
10,605 |
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Notes payable and other borrowings, non-current |
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$ |
85,297 |
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$ |
76,264 |
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Future principal payments (adjusted for the effects of the cross-currency interest rate swap agreements associated with the July 2025 Notes) for all of our borrowings at May 31, 2025 were as follows (in millions):
Fiscal 2026 |
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$ |
7,309 |
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Fiscal 2027 |
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5,743 |
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Fiscal 2028 |
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|
10,145 |
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Fiscal 2029 |
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|
2,000 |
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Fiscal 2030 |
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|
7,250 |
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Thereafter |
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|
60,500 |
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Total |
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$ |
92,947 |
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Senior Notes
Interest is payable semi-annually for the senior notes listed in the above table, except for the Euro Notes for which interest is payable annually and the floating-rate senior notes for which interest is payable quarterly. We may redeem some or all of the senior notes of each series prior to their maturity, subject to certain restrictions, and the payment of an applicable make-whole premium in certain instances except for the floating-rate senior notes, which may not be redeemed prior to their maturity.
The senior notes rank pari passu with all existing and future notes issued pursuant to our commercial paper program (see additional discussion regarding our commercial paper program below) and all existing and future unsecured senior indebtedness of Oracle Corporation, including the Revolving Credit Agreement and the Term Loan Credit Agreement 2, each as defined and described further below. All existing and future liabilities of the subsidiaries of Oracle Corporation are or will be effectively senior to the senior notes and Commercial Paper Notes (defined below), borrowings under the Term Loan Credit Agreement 2 (defined below) and any future borrowings pursuant to the Revolving Credit Agreement. We were in compliance with all debt-related covenants at May 31, 2025.
Revolving Credit Agreement
Our Revolving Credit Agreement provides for an unsecured $6.0 billion, five-year revolving credit facility (the Revolving Facility) to be used for our working capital purposes and for other general corporate purposes. Subject to certain conditions stated in the Revolving Credit Agreement, we may borrow, prepay and reborrow amounts under the Revolving Facility during the term of the Revolving Credit Agreement. All amounts borrowed under the Revolving Credit Agreement will become due on March 8, 2027, unless the commitments are terminated earlier either at our request or, if an event of default occurs, by the lenders (or automatically in the case of certain bankruptcy-related events). Interest is based on either (a) a Term SOFR-based formula plus a margin of 87.5 basis points to 150.0 basis points, depending on the credit rating assigned to our long-term senior unsecured debt, or (b) a Base Rate formula plus a margin up to 50.0 basis points, depending on the same such credit rating, each as set forth in the Revolving Credit Agreement. As of May 31, 2025 and 2024, we did not have any outstanding borrowing under the Revolving Credit Agreement.
Term Loan Credit Agreements
During fiscal 2023, pursuant to a term loan credit agreement (Term Loan Credit Agreement) providing for an aggregate term loan commitment of $5.6 billion, we borrowed $4.7 billion under term loan 1 facility (Term Loan 1 Facility) and $960 million under term loan 2 facility (Term Loan 2 Facility and, together with the Term Loan 1 Facility, the Term Loan Facilities).
The Term Loan Credit Agreement provided for repayment of borrowings under the Term Loan Facilities as follows:
Interest was based on either (a) a Term SOFR-based formula plus a margin of 147.5 basis points to 197.5 basis points, depending on the credit rating assigned to our long-term senior unsecured debt, or (b) a Base Rate formula plus a margin of 47.5 basis points to 97.5 basis points, depending on the same such credit rating, each as set forth in the Term Loan Credit Agreement.
We were in compliance with all covenants under the Term Loan Credit Agreement as of May 31, 2024.
On June 10, 2024, we terminated our Term Loan Credit Agreement and repaid the principal amount outstanding together with interest accrued up to the date of repayment. Simultaneously, we borrowed up to the maximum commitment amount of $5.6 billion pursuant to a term loan credit agreement (Term Loan Credit Agreement 2) executed on the same date. The critical terms of the Term Loan Credit Agreement 2 are similar to the critical terms of the Term Loan Credit Agreement, except for terms related to the interest, the consolidation of two term loan facilities under Term Loan Credit Agreement into a single facility under the Term Loan Credit Agreement 2 and the options to extend the Term Loan Credit Agreement 2. Interest is based on either (a) a Term SOFR-based formula plus a margin of 112.5 basis points to 162.5 basis points, depending on the credit rating assigned to our long-term senior unsecured debt, or (b) a Base Rate formula plus a margin of 12.5 basis points to 62.5 basis points, depending on the same such credit rating, each as set forth in the Term Loan Credit Agreement 2.
The Term Loan Credit Agreement 2 provides for repayment of borrowing as follows:
The termination date of the Term Loan Credit Agreement 2 may be extended at our sole option by up to 2 years. The termination date of the Term Loan Credit Agreement 2 may also be further extended at each lender’s option by up to 2 years.
We were in compliance with all covenants under the Term Loan Credit Agreement 2 as of May 31, 2025.
Commercial Paper Program and Commercial Paper Notes
Our existing $6.0 billion commercial paper program allows us to issue and sell unsecured short-term promissory notes (Commercial Paper Notes) pursuant to a private placement exemption from the registration requirements under federal and state securities laws pursuant to dealer agreements with various banks and an Issuing and Paying Agency Agreement with Deutsche Bank Trust Company Americas.
There were $2.3 billion and $401 million of outstanding Commercial Paper Notes as of May 31, 2025 and 2024, respectively. We used the net proceeds from the issuance of commercial paper for general corporate purposes.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Jun 18, 2025 | Showing above |
| 2024 | Jun 20, 2024 | |
| 2023 | Jun 20, 2023 | |
| 2022 | Jun 21, 2022 | |
| 2021 | Jun 21, 2021 | |
| 2020 | Jun 22, 2020 | |
| 2019 | Jun 21, 2019 | |
| 2018 | Jun 22, 2018 | |
| 2017 | Jun 27, 2017 | |
| 2016 | Jun 22, 2016 | |
About Debt Disclosures
Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.
Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.