01—Abstract
Summary
Summary of the 8-K filed February 19, 2026. Cited figures are marked; the original filing is the authoritative source.
Amgen Inc. (AMGN) has filed an 8-K report detailing a significant debt offering completed on February 17, 2026.
The company successfully issued and sold a total of $4.0 billiona in senior notes across four tranches with varying maturity dates and interest rates. This offering includes $1 billion of 4.200% Senior Notes due 2031, $1.75 billion of 4.850% Senior Notes due 2036, $500 million of 5.500% Senior Notes due 2046, and $750 million of 5.650% Senior Notes due 2056. The net proceeds from this offering are approximately $3.96 billion, which will be used by the company for its general corporate purposes.
The issuance of these notes, registered under an effective Form S-3, represents a strategic move to secure long-term funding. Investors should note that these senior notes rank equally with other existing and future senior unsecured indebtedness of Amgen.
The terms include a provision for a change in control triggering event, where noteholders can require Amgen to repurchase their notes at 101%b of the principal amount plus accrued interest. This debt financing is a material event for Amgen, impacting its capital structure and future financial obligations.
02—Key points
Key Highlights
- Amgen Inc. raised approximately $3.96 billion in net proceeds from the issuance of new senior notes.
- The debt offering consists of four tranches: $1 billion (4.200% due 2031), $1.75 billion (4.850% due 2036), $500 million (5.500% due 2046), and $750 million (5.650% due 2056).
- The notes are senior unsecured debt and rank equally with Amgen's other senior unsecured obligations.
- A change in control provision allows noteholders to demand repurchase at 101% of principal plus accrued interest.
- The offering was completed under an effective Form S-3 registration statement.
- The proceeds are intended for general corporate purposes.
03—Questions
Frequently Asked Questions
What is the total amount of debt Amgen Inc. raised in this offering?
Amgen Inc. raised a total of $4.0 billion in aggregate principal amount of senior notes. The net proceeds to the company after deducting discounts and expenses were approximately $3,961,495,000.
What are the interest rates and maturity dates for the new senior notes?
The notes have the following terms: 4.200% Senior Notes due 2031 ($1 billion), 4.850% Senior Notes due 2036 ($1.75 billion), 5.500% Senior Notes due 2046 ($500 million), and 5.650% Senior Notes due 2056 ($750 million). Interest is payable semi-annually.
How do these new notes rank in Amgen's capital structure?
The new senior notes rank equally in right of payment with all of Amgen's other existing and future senior unsecured indebtedness. They are senior to subordinated indebtedness and effectively subordinated to the obligations of Amgen's subsidiaries and to any secured obligations to the extent of the assets securing them.
What happens if there is a change in control at Amgen?
In the event of a change in control triggering event, holders of these notes may require Amgen to purchase all or a portion of their notes for cash at a price equal to 101% of the principal amount, plus any accrued and unpaid interest.
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