AMGEN INC 8-K

What Happened
Amgen Inc. announced it issued and sold $4.0 billion aggregate principal amount of senior unsecured notes in a multi‑tranche offering. The securities were issued pursuant to an existing indenture and an officer’s certificate setting the terms. The offering was completed in mid‑February 2026 and the notes pay fixed interest semi‑annually.

Key Details

• Total issued: $4,000,000,000 across four tranches:
  • $1,000,000,000 of 4.200% Senior Notes due February 19, 2031
  • $1,750,000,000 of 4.850% Senior Notes due February 19, 2036
  • $500,000,000 of 5.500% Senior Notes due February 19, 2046
  • $750,000,000 of 5.650% Senior Notes due February 19, 2056
• Interest: paid in cash semi‑annually on Feb 19 and Aug 19, beginning Aug 19, 2026.
• Net proceeds: approximately $3,961,495,000 after underwriters’ discounts and offering expenses.
• Change‑of‑control provision: holders may require Amgen to repurchase notes at 101% of principal plus accrued interest if a qualifying change in control occurs.
• Ranking: notes rank equal to Amgen’s other senior unsecured debt, senior to subordinated debt, and are effectively subordinated to obligations of Amgen’s subsidiaries and to secured obligations to the extent of the collateral.

Why It Matters
This financing provides Amgen with nearly $4.0B of long‑term capital across maturities from 2031 to 2056, which can be used for general corporate purposes such as operations, refinancing, or strategic activities. The fixed rates and staggered maturities give investors and analysts clear information about Amgen’s upcoming debt schedule and interest costs. The notes’ ranking and change‑of‑control repurchase feature are material terms for bond investors assessing credit and recovery prospects.