Amgen prices exchange offers for seven series of notes

By Marisa Wong

Morgantown, W.Va., May 25 – Amgen Inc. announced pricing terms for its private offers to exchange seven series of notes for new senior notes due 2048 and 2051.

The total exchange price for each $1,000 principal amount of old notes was calculated at 2 p.m. ET on May 25.

The company also set the coupons for the new notes on Wednesday. The 2048 notes will have a coupon of 4.563%, and the 2051 notes will have a coupon of 4.663%.

Pricing was set using the 2.5% U.S. Treasury note due Feb. 15, 2046 as a reference security and a fixed spread of 170 basis points for the exchange offers, 190 bps for the new 2048 notes and 200 bps for the new 2051 notes.

As previously reported, the seven separate offers are divided into two parts, with the company offering to buy any and all of three series of notes and up to a maximum amount of four other issues.

In the any-and-all offers, the company is offering new 2048 notes in exchange for the following series:

• $900 million 6.375% senior notes due 2037 with a total exchange price of $1,274.54;

• $500 million 6.9% senior notes due 2038 with a total exchange price of $1,356.12; and

• $1 billion 6.4% senior notes due 2039 with a total exchange price of $1,291.02.

In the maximum offers, the company is offering to issue up to $7.1 billion of new notes due 2051 less the amount of 2048 notes issued for the following notes, listed in order of priority acceptance level:

• $700 million 5.75% senior notes due 2040 with a total exchange price of $1,203.78;

• $1.25 billion 5.65% senior notes due 2042 with a total exchange price of $1,196.86;

• $1 billion 5.375% senior notes due 2043 with a total exchange price of $1,157.75; and

• $2.25 billion 5.15% senior notes due 2041 with a total exchange price of $1,118.81.

The total exchange amount includes an early premium of $30.00 for each $1,000 principal amount of notes tendered for exchange by 5 p.m. ET on May 25, the early participation date.

The company also will pay accrued interest to but excluding the settlement date, which is expected to be June 14.

The exchange will run until midnight ET on June 9.

As of the early participation date, holders had tendered the following:

• $344.59 million of 6.375% notes;

• $209,194,000 of 6.9% notes;

• $532,757,000 of 6.4% notes;

• $287,876,000 of 5.75% notes;

• $762.97 million of 5.65% notes;

• $737,598,000 of 5.375% notes; and

• $1,268,805,000 of 5.15% notes.

Tendered notes could be withdrawn at any time before the early deadline.

The exchange is being offered only to holders who are qualified institutional buyers under Rule 144A or those who are non-U.S. persons under Regulation S.

D.F. King & Co., Inc. (877 478-5043 or at 212 269-5550) is the information agent.

Amgen is a Thousand Oaks, Calif., manufacturer and marketer of human therapeutics based upon advances in cellular and molecular biology.

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