Amgen issues $24B in senior notes to fund Horizon Therapeutics acquisition

AMGEN INC

Issued $24B aggregate principal across eight tranches (2025-2063 maturities) with rates 5.150%-5.750%.
Net proceeds ~$23.77B after discounts and expenses; used to fund Horizon acquisition.
If Horizon acquisition not consummated by Jan 31, 2024, notes subject to special mandatory redemption at 101% plus accrued interest.
Bridge credit facility commitments reduced by net proceeds from this offering.
Notes rank senior unsecured, effectively subordinated to subsidiary obligations.

item 1.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

AMGEN INC amended Bridge Credit Facility with Citibank, N.A., Bank of America, N.A..

Action: amendment
Agreement: credit facility
Counterparty: Citibank, N.A., Bank of America, N.A.

Exact text from the filing

Following the issuance and sale of the Notes described above, the commitments under the Bridge Credit Facility have been further reduced by the amount corresponding to the Net Cash Proceeds to the Company from the Notes offering.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

AMGEN INC entered into Officer's Certificate with The Bank of New York Mellon Trust Company, N.A. valued at $24,000,000,000 aggregate principal amount (effective 2023-03-02).

Action: entry
Agreement: notes offering
Counterparty: The Bank of New York Mellon Trust Company, N.A.
Value: $24,000,000,000 aggregate principal amount
Effective: 2023-03-02

Exact text from the filing

On March 2, 2023, Amgen Inc. (the “Company”) issued and sold $2,000,000,000 aggregate principal amount of the Company’s 5.250% Senior Notes due 2025 (the “2025 Notes”), $1,500,000,000 aggregate principal amount of the Company’s 5.507% Senior Notes due 2026 (the “2026 Notes”), $3,750,000,000 aggregate principal amount of the Company’s 5.150% Senior Notes due 2028 (the “2028 Notes”), $2,750,000,000 aggregate principal amount of the Company’s 5.250% Senior Notes due 2030 (the “2030 Notes”), $4,250,000,000 aggregate principal amount of the Company’s 5.250% Senior Notes due 2033 (the “2033 Notes”), $2,750,000,000 aggregate principal amount of the Company’s 5.600% Senior Notes due 2043 (the “2043 Notes”), $4,250,000,000 aggregate principal amount of the Company’s 5.650% Senior Notes due 2053 (the “2053 Notes”) and $2,750,000,000 aggregate principal amount of the Company’s 5.750% Senior Notes due 2063 (the “2063 Notes” and, together with the 2025 Notes, the 2026 Notes, the 2028 Notes, the 203

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283 material agreements filed in the last 30 days. Browse all material agreements →

AMGEN INC filing history →

Source: SEC EDGAR

accession 0001193125-23-058235

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