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The company said it and its subsidiary IBM International Capital Pte. Ltd. (IIC) entered into an underwriting agreement on January 29, 2024 to sell 7 series of Notes in a registered public offering, with maturities from 2026 to 2054, with coupon rates from 4.700% to 5.300% 100%.

8-KEntry into a Material Definitive AgreementFiled Period of report Summary published (UTC)

Key points

AI summary
  1. The company said it and its subsidiary IBM International Capital Pte. Ltd. (IIC) entered into an underwriting agreement on January 29, 2024 to sell 7 series of Notes in a registered public offering, with maturities from 2026 to 2054, with coupon rates from 4.700% to 5.300% 100%.

  2. The company disclosed that the aggregate principal amount is $600,000,000 for the 4.700% Notes due 2026, $1,000,000,000 each for the 4.900% Notes due 2034 and the 5.250% Notes due 2044, and $1,400,000,000 for the 5.300% Notes due 2054, among others.

  3. The company said IBM will fully and unconditionally guarantee the Notes, and that on February 2, 2024, IIC and IBM, as guarantor, entered into an indenture with The Bank of New York Mellon as trustee.

  4. The company said that under the indenture, IBM has the right, subject to no event of default, to be substituted for IIC and assume its obligations, and that the indenture contains covenants limiting IBM's secured indebtedness and sale and leaseback transactions. It said the closing of the offering is expected on February 5, 2024.

Summary

AI-written

Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

IIC Enters Underwriting Deal for 7 Series of Notes

The company said it and its subsidiary IBM International Capital Pte. Ltd. (IIC) entered into an underwriting agreement on January 29, 2024 to sell 7 series of Notes in a registered public offering, with maturities from 2026 to 2054, with coupon rates from 4.700% to 5.300% 100%.

Source · Based on the filing body and exhibits

Principal Amounts of Notes by Series

The company disclosed that the aggregate principal amount is $600,000,000 for the 4.700% Notes due 2026, $1,000,000,000 each for the 4.900% Notes due 2034 and the 5.250% Notes due 2044, and $1,400,000,000 for the 5.300% Notes due 2054, among others.

Source · Based on the filing body and exhibits

IBM Full and Unconditional Guarantee of Notes; Indenture

The company said IBM will fully and unconditionally guarantee the Notes, and that on February 2, 2024, IIC and IBM, as guarantor, entered into an indenture with The Bank of New York Mellon as trustee.

Source · Based on the filing body and exhibits

IBM Substitution Right, Covenants and Expected Closing Date

The company said that under the indenture, IBM has the right, subject to no event of default, to be substituted for IIC and assume its obligations, and that the indenture contains covenants limiting IBM's secured indebtedness and sale and leaseback transactions. It said the closing of the offering is expected on February 5, 2024.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.