Bond AmgenX 2.3% ( US031162CW82 ) in USD

AmgenX

90.36 % ▼

United States

US031162CW82 ( in USD )

2.3% per year ( payment 2 times a year)

24/02/2031

Prospectus brochure of the bond Amgen US031162CW82 en USD 2.3%, maturity 24/02/2031

031162CW8

BBB+ ( Lower medium grade - Investment-grade )

Baa1 ( Lower medium grade - Investment-grade )

25/02/2026 ( In 68 days )

Amgen is a leading biotechnology company focused on developing and delivering innovative therapies for serious illnesses in areas such as oncology, cardiovascular disease, and inflammation.

The Bond issued by AmgenX ( United States ) , in USD, with the ISIN code US031162CW82, pays a coupon of 2.3% per year.
The coupons are paid 2 times per year and the Bond maturity is 24/02/2031

The Bond issued by AmgenX ( United States ) , in USD, with the ISIN code US031162CW82, was rated Baa1 ( Lower medium grade - Investment-grade ) by Moody's credit rating agency.

The Bond issued by AmgenX ( United States ) , in USD, with the ISIN code US031162CW82, was rated BBB+ ( Lower medium grade - Investment-grade ) by Standard & Poor's ( S&P ) credit rating agency.

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Table of Contents
Filed pursuant to Rule 424(b)(2)
Registration No. 333-236351
CALCULATION OF REGISTRATION FEE

Proposed
Proposed
Amount
Maximum
Maximum
Title of Each Class of
to be
Offering Price
Aggregate
Amount of
Securities to Be Registered

Registered

per Unit

Offering Price

Registration Fee(1)
2.200% Senior Notes due 2027

$1,000,000,000

101.049%

$1,010,490,000

$131,161.60
2.300% Senior Notes due 2031

$1,250,000,000

99.642%

$1,245,525,000

$161,669.15
3.150% Senior Notes due 2040

$750,000,000

101.608%

$762,060,000

$98,915.39
3.375% Senior Notes due 2050

$1,000,000,000

104.496%

$1,044,960,000

$135,635.81
Total

$527,381.94

(1)
The filing fee is calculated in accordance with Rule 457(r) and Rule 457(o) of the Securities Act of 1933, as amended, by multiplying the proposed
maximum aggregate offering price of the securities offered by the fee payment rate in effect on the date of fee payment.
Table of Contents

$1,000,000,000 2.200% Senior Notes due 2027
$1,250,000,000 2.300% Senior Notes due 2031
$750,000,000 3.150% Senior Notes due 2040
$1,000,000,000 3.375% Senior Notes due 2050

We are offering $1,000,000,000 aggregate principal amount of 2.200% Senior Notes due 2027 (the "2027 notes"), $1,250,000,000 aggregate principal amount of
2.300% Senior Notes due 2031 (the "2031 notes"), $750,000,000 aggregate principal amount of 3.150% Senior Notes due 2040 (the "2040 notes") and $1,000,000,000
aggregate principal amount of 3.375% Senior Notes due 2050 (the "2050 notes" and, together with the 2027 notes, the 2031 notes and the 2040 notes, the "notes").
The 2027 notes offered hereby constitute a further issuance of the 2.200% notes due 2027, of which $750,000,000 aggregate principal amount was issued on
February 21, 2020 (the "existing 2027 notes"), the 2040 notes offered hereby constitute a further issuance of the 3.150% notes due 2040, of which $1,250,000,000
aggregate principal amount was issued on February 21, 2020 (the "existing 2040 notes") and the 2050 notes offered hereby constitute a further issuance of the 3.375%
notes due 2050, of which $1,250,000,000 aggregate principal amount was issued on February 21, 2020 (the "existing 2050 notes" and, together with the existing 2027
notes and the existing 2040 notes, the "existing notes"). The 2027 notes, the 2040 notes and the 2050 notes offered hereby are collectively referred to herein as the
"additional notes." The additional notes of each series will form a single series with, and have the same terms (other than the initial offering price and the issue date)
as, the corresponding series of existing notes. Upon settlement, the additional notes of each series will have the same CUSIP number and will trade interchangeably
with the corresponding series of existing notes. Immediately after giving effect to the issuance of the notes offered hereby, we will have $1,750,000,000 aggregate
principal amount of 2.200% Notes due 2027 outstanding, $2,000,000,000 aggregate principal amount of 3.150% Notes due 2040 outstanding and $2,250,000,000
aggregate principal amount of 3.375% Notes due 2050 outstanding.
Interest on the 2031 notes will be payable in cash semi-annually in arrears on February 25 and August 25 of each year, beginning February 25, 2021. Interest on
the additional notes of each series is payable semi-annually in arrears on February 21 and August 21 of each year, commencing on August 21, 2020. The interest
payment to be made with respect to the additional notes of each series on August 21, 2020 will include interest deemed to have accrued from and including
February 21, 2020 to, but excluding, the settlement date of the additional notes of each series. Such accrued interest must be paid by the purchasers of the additional
notes of each series.
The notes will be our senior unsecured obligations and will rank equally with all of our other existing and future senior unsecured indebtedness. We may redeem
each series of the notes, at any time in whole or from time to time in part, at the redemption prices described in this prospectus supplement.

Investing in the notes involves risks that are described in the "Risk Factors" section of this prospectus supplement
beginning on page S-7.

Per
Per
Per
Per
2027
2031
2040
2050

Note

Total
Note
Total
Note
Total
Note
Total

Public Offering Price(1)(2)
101.049% $ 1,010,490,000 99.642% $ 1,245,525,000 101.608% $ 762,060,000 104.496% $ 1,044,960,000
Underwriting Discount

0.400% $
4,000,000 0.450% $
5,625,000
0.750% $
5,625,000
0.875% $
8,750,000
(2)
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Proceeds, before expenses, to Amgen
100.649% $ 1,006,490,000 99.192% $ 1,239,900,000 100.858% $ 756,435,000 103.621% $ 1,036,210,000

(1)
Plus accrued interest, if any, from May 6, 2020 in the case of the 2031 notes, if settlement occurs after that date.
(2)
Plus interest deemed to have accrued from February 21, 2020 to, but excluding, the settlement date in the case of the additional notes of each series, totaling
$4,583,333 in the case of the 2027 notes, $4,921,875 in the case of the 2040 notes and $7,031,250 in the case of the 2050 notes. Such accrued interest must be
paid by the purchasers of the additional notes of each series.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined
that this prospectus supplement or the accompanying prospectus is accurate or complete. Any representation to the contrary is a criminal offense.
The underwriters expect to deliver the notes in book-entry form only through the facilities of The Depository Trust Company for the accounts of its participants,
including Clearstream Banking, société anonyme, and Euroclear Bank, S.A./N.V., as operator for the Euroclear System, against payment in New York, New York on or
about May 6, 2020.

Joint Book-Running Managers

BofA Securities

Citigroup
Goldman Sachs & Co. LLC

Morgan Stanley
J.P. Morgan

Barclays
Credit Suisse

Mizuho Securities
Co-Managers

Deutsche Bank Securities

HSBC

MUFG

BNP PARIBAS
MFR Securities, Inc.

RBC Capital Markets

SMBC Nikko

Wells Fargo Securities

The date of this prospectus supplement is May 4, 2020.
Table of Contents
TABLE OF CONTENTS
PROSPECTUS SUPPLEMENT

Page
ABOUT THIS PROSPECTUS SUPPLEMENT
S-ii
WHERE YOU CAN FIND MORE INFORMATION; INCORPORATION BY REFERENCE
S-ii
SUMMARY
S-1
RISK FACTORS
S-7
USE OF PROCEEDS
S-12
CAPITALIZATION
S-13
DESCRIPTION OF NOTES
S-15
MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES
S-31
UNDERWRITING
S-37
VALIDITY OF THE NOTES
S-42
PROSPECTUS

Page
ABOUT THIS PROSPECTUS

1
FORWARD-LOOKING STATEMENTS

1
WHERE YOU CAN FIND MORE INFORMATION; INCORPORATION BY REFERENCE

2
AMGEN INC.

3
RISK FACTORS

4
USE OF PROCEEDS

5
DESCRIPTION OF DEBT SECURITIES

6
DESCRIPTION OF CAPITAL STOCK

14
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DESCRIPTION OF WARRANTS

16
DESCRIPTION OF RIGHTS

19
DESCRIPTION OF SECURITIES PURCHASE CONTRACTS AND SECURITIES PURCHASE UNITS

20
DESCRIPTION OF DEPOSITARY SHARES

21
GLOBAL SECURITIES

22
SELLING SECURITYHOLDERS

26
PLAN OF DISTRIBUTION

27
EXPERTS

28
VALIDITY OF THE SECURITIES

28

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Table of Contents
ABOUT THIS PROSPECTUS SUPPLEMENT
This document consists of two parts. The first part is this prospectus supplement, which describes the specific terms of our offering of the notes. The
second part is the accompanying prospectus, which provides more general information, some of which may not be applicable to this offering. This
prospectus supplement and the accompanying prospectus include important information about us, the notes and other information you should know before
investing. This prospectus supplement also adds, updates and changes information contained in the accompanying prospectus. If there is any inconsistency
between the information in this prospectus supplement and the accompanying prospectus, you should rely on the information in this prospectus supplement.
Before purchasing the notes, you should carefully read both this prospectus supplement and the accompanying prospectus, together with the additional
information about us described under "Where You Can Find More Information; Incorporation by Reference" in this prospectus supplement.
You should rely only on the information contained or incorporated by reference in this prospectus supplement and the accompanying
prospectus and in any free writing prospectus we prepare or authorize that supplements this prospectus supplement. We have not, and the
underwriters have not, authorized any other person to provide you with different information. If anyone other than us provides you with different
or inconsistent information, you should not rely on it. We are not, and the underwriters are not, making an offer to sell these securities in any
jurisdiction where the offer or sale is not permitted. You should assume that the information appearing in this prospectus supplement and the
accompanying prospectus and the documents incorporated by reference is accurate only as of their respective dates. Our business, financial
condition, results of operations and prospects may have changed since those dates.
Unless stated otherwise or unless the context otherwise requires, references in this prospectus supplement and accompanying prospectus to "Amgen,"
"we," "us" and "our" refer to Amgen Inc., a company incorporated in Delaware, and its consolidated subsidiaries.
WHERE YOU CAN FIND MORE INFORMATION; INCORPORATION BY REFERENCE
We file annual, quarterly and current reports, proxy statements and other information with the SEC. Our SEC filings are available to the public over
the Internet at the SEC's website at www.sec.gov. We maintain a website at www.amgen.com. These website addresses, and the website addresses
included in any documents incorporated by reference herein, are not intended to function as hyperlinks, and the information contained on such websites and
on the SEC's website is not incorporated by reference in this prospectus supplement and the accompanying prospectus and you should not consider it a part
of this prospectus supplement and the accompanying prospectus.
This prospectus supplement and the accompanying prospectus incorporate important business and financial information about us that is not included
in or delivered with this prospectus supplement and the accompanying prospectus. The information incorporated by reference is considered to be part of
this prospectus supplement and the accompanying prospectus, except for any information superseded by information in this prospectus supplement and the
accompanying prospectus. This prospectus supplement and the accompanying prospectus incorporate by reference the documents set forth below that have
previously been filed with the SEC:

·
Our Annual Report on Form 10-K for the year ended December 31, 2019, filed on February 12, 2020 and as amended on Form 10-K/A, filed

on February 13, 2020;

·
Our Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, filed on May 1, 2020;

·
Our Definitive Proxy Statement on Schedule 14A, filed on April 7, 2020; and

·
Our Current Report on Form 8-K filed on January 2, 2020 (excluding Item 7.01 thereto), our Current Report on Form 8-K/A filed on

January 27, 2020 and our Current Report on Form 8-K filed on February 21, 2020.
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S-ii
Table of Contents
We are also incorporating by reference additional documents that we file with the SEC pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Securities
Exchange Act of 1934, as amended, or the Exchange Act, after the date of this prospectus supplement and the accompanying prospectus and prior to the
termination of the offering of securities hereby. We are not, however, incorporating by reference any documents or portions thereof, whether specifically
listed above or filed in the future, that are not deemed "filed" with the SEC, including our compensation committee report and performance graph or any
information furnished pursuant to Items 2.02 or 7.01 of Form 8-K or related exhibits furnished pursuant to Item 9.01 of Form 8-K.
You may request a copy of any documents incorporated by reference in this prospectus supplement and the accompanying prospectus, at no cost, by
writing or telephoning us at the following address and telephone number:
Amgen Inc.
Attention: Investor Relations
One Amgen Center Drive
Thousand Oaks, California 91320-1799
Tel: 805-447-1000
Exhibits to the filings will not be sent, however, unless those exhibits have specifically been incorporated by reference in this prospectus supplement
and the accompanying prospectus.

S-iii
Table of Contents
SUMMARY
This summary is not complete and does not contain all of the information that you should consider before investing in our notes. You should
read the entire prospectus supplement and accompanying prospectus carefully, including "Risk Factors" and our consolidated financial statements
and the related notes, other financial information and other documents incorporated by reference into this prospectus supplement and accompanying
prospectus, before you decide to invest in our notes.
Amgen Inc.
We are committed to unlocking the potential of biology for patients suffering from serious illnesses by discovering, developing, manufacturing
and delivering innovative human therapeutics. This approach begins by using tools like advanced human genetics to unravel the complexities of
disease and understand the fundamentals of human biology.
We focus on areas of high unmet medical need and leverage our expertise to strive for solutions that improve health outcomes and dramatically
improve people's lives. A biotechnology pioneer, we have grown to be one of the world's leading independent biotechnology companies, have
reached millions of patients around the world and are developing a pipeline of medicines with breakaway potential.
Amgen Inc. was incorporated in California in 1980 and became a Delaware corporation in 1987. We operate in one business segment: human
therapeutics. Our principal executive offices are located at One Amgen Center Drive, Thousand Oaks, California 91320-1799, and our telephone
number is (805) 447-1000. Our website is located at www.amgen.com. Information contained on our website is not a part of this prospectus
supplement or the accompanying prospectus.
Recent Developments
COVID-19 pandemic
A novel strain of coronavirus (COVID-19) was declared a global pandemic by the World Health Organization on March 11, 2020. We have
been carefully monitoring the COVID-19 pandemic and its impact on our global operations. We have taken appropriate steps to minimize the risk to
our employees. Our employees have been working remotely with the exception of certain essential staff that continue to report to Amgen locations.
The essential staff are primarily at our manufacturing sites, working in accordance with applicable government health and safety protocols and
guidance issued in response to the COVID-19 pandemic, and are being paid a labor premium during this period. To date, our remote working
arrangements have not significantly impacted our ability to maintain critical business operations. Further, we currently do not expect disruptions or
shortages of our supply of medicine.
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Since the beginning of the COVID-19 pandemic, we have seen changes in demand trends for some of our products, including lower demand for
certain products as continuing patient access to those products has been impacted by COVID-19. For example, near the end of March, we began to
observe a decline in sales of Prolia®, as elderly patients vulnerable to COVID-19 avoided doctors' offices. Further, to respond to some of the
challenges experienced in the healthcare community as a result of the pandemic, we recently extended credit terms with certain customers for a subset
of our products globally. To respond to COVID-19, we are managing our clinical development on a case-by-case basis. Patients who are already
enrolled in studies continue to receive study drug, including through direct-to-patient shipments. For those studies that have the potential for
significant benefit in a serious or life-threatening condition and where site resources allow new patients to be enrolled safely and monitored closely,
we are allowing enrollment to continue. For those clinical trials where there is uncertainty

S-1
Table of Contents
with regard to the trial sites' ability to ensure subject safety or data integrity at the present time, we have temporarily paused enrollment. We remain
focused on supporting our active clinical sites in providing care for these patients and providing investigational drug supply. In addition, our R&D
organization is supporting efforts to combat the pandemic in a number of ways including: (i) conducting a population-based study by our subsidiary
deCODE Genetics in partnership with the Icelandic government, (ii) entering into a collaboration with Adaptive Biotechnologies to discover and
develop antibody therapies for prevention or treatment options and (iii) joining a public-private partnership between leading companies in our
industry and U.S. government health agencies to develop a strategy for a coordinated research response to the COVID-19 pandemic. Further, we
anticipate that Otezla® will be investigated as a potential immunomodulatory treatment in adult patients with COVID-19 in upcoming platform trials.
For more information on the effects of COVID-19 on our business, see "Risk Factors--Risk Factors Incorporated by Reference--The
COVID-19 pandemic, and the public and governmental effort to mitigate against the spread of the disease, have had, and are expected to continue to
have, an adverse effect, and may have a material adverse effect, on our clinical trials, operations, supply chains, distribution systems, product
development, product sales, business and results of operation" in this prospectus supplement, and Item 2 "Management's Discussion and Analysis of
Financial Condition and Results of Operations" incorporated by reference herein from Amgen Inc.'s Quarterly Report on Form 10-Q for the quarterly
period ended March 31, 2020.

S-2
Table of Contents
The Offering
The following is a brief summary of certain terms of this offering. For a more complete description of the terms of the notes, see "Description of
Notes" in this prospectus supplement.

Notes Offered
$4,000,000,000 in aggregate principal amount of notes, consisting of:

· $1,000,000,000 aggregate principal amount of the 2027 notes;

· $1,250,000,000 aggregate principal amount of the 2031 notes;

· $750,000,000 aggregate principal amount of the 2040 notes; and

· $1,000,000,000 aggregate principal amount of the 2050 notes.

Maturity Dates
2027 notes: February 21, 2027

2031 notes: February 25, 2031

2040 notes: February 21, 2040

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2050 notes: February 21, 2050

Interest and Payment Dates
2027 notes: 2.200% per annum, payable in cash semi-annually in arrears on February 21 and
August 21 of each year, beginning August 21, 2020.

2031 notes: 2.300% per annum, payable in cash semi-annually in arrears on February 25 and
August 25 of each year, beginning February 25, 2021.

2040 notes: 3.150% per annum, payable in cash semi-annually in arrears on February 21 and
August 21 of each year, beginning August 21, 2020.

2050 notes: 3.375% per annum, payable in cash semi-annually in arrears on February 21 and
August 21 of each year, beginning August 21, 2020.

The interest payment to be made with respect to the additional notes of each series on
August 21, 2020 will include interest deemed to have accrued from and including
February 21, 2020 to, but excluding, the settlement date of the additional notes of each series.
Such accrued interest must be paid by the purchasers of the additional notes of each series.

Change of Control Triggering Event
In the event of a change of control triggering event, as defined herein, the holders may
require us to purchase for cash all or a portion of their notes at a purchase price equal to
101% of the principal amount of the notes, plus accrued and unpaid interest, if any. See
"Description of Notes--Change of Control Offer."

S-3
Table of Contents
Ranking
The notes will rank:

· equal in right of payment to all of our other existing and future senior unsecured
indebtedness, including indebtedness under our revolving credit agreement (the
"Revolving Credit Agreement"), our 2.125% Senior Notes due May 2020, our floating
rate Senior Notes due May 2020, our 2.20% Senior Notes due May 2020, our 3.875%
Senior Notes due November 2021, our 1.25% Senior Notes due February 2022 (euro
denominated), our 2.70% Senior Notes due May 2022, our 2.650% Senior Notes due May
2022, our 3.625% Senior Notes due May 2022, our 0.41% bonds due March 2023 (Swiss
franc denominated), our 2.25% Senior Notes due August 2023, our 3.625% Senior Notes
due May 2024, our 1.90% Senior Notes due February 2025, our 3.125% Senior Notes due
May 2025, our 2.00% Senior Notes due February 2026 (euro denominated), our 2.60%

Senior Notes due August 2026, our 5.50% Senior Notes due December 2026 (pound
sterling denominated), our 2.20% Senior Notes due February 2027, our 3.20% Senior
Notes due November 2027, our 4.00% Senior Notes due September 2029 (pound sterling
denominated), our 2.45% Senior Notes due February 2030, our 6.375% Senior Notes due
June 2037, our 6.90% Senior Notes due June 2038, our 6.40% Senior Notes due February
2039, our 3.15% Senior Notes due February 2040, our 5.75% Senior Notes due March
2040, our 4.95% Senior Notes due October 2041, our 5.15% Senior Notes due November
2041, our 5.65% Senior Notes due June 2042, our 5.375% Senior Notes due May 2043,
our 4.40% Senior Notes due May 2045, our 4.563% Senior Notes due June 2048, our
3.375% Senior Notes due February 2050 and our 4.663% Senior Notes due June 2051;

· senior in right of payment to all of our existing and future subordinated indebtedness; and

· effectively subordinated in right of payment to all of our subsidiaries' obligations

(including secured and unsecured obligations) and subordinated in right of payment to our
secured obligations, to the extent of the assets securing such obligations.

Optional Redemption
We may redeem the 2027 notes prior to maturity at our option, at any time in whole or from
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time to time in part. If the 2027 notes are redeemed before December 21, 2026 (two months
prior to the maturity date of the 2027 notes), the redemption price will equal the sum of (1)
100% of the principal amount being redeemed, plus accrued and unpaid interest to, but not
including, the redemption date, and (2) the make-whole amount as described in this
prospectus supplement. If the 2027 notes are redeemed on or after December 21, 2026 (two
months prior to the maturity date of the 2027 notes), the redemption price will equal 100% of
the principal amount being redeemed, plus accrued and unpaid interest to, but not including,
the redemption date.

S-4
Table of Contents
We may redeem the 2031 notes prior to maturity at our option, at any time in whole or from
time to time in part. If the 2031 notes are redeemed before November 25, 2030 (three months
prior to the maturity date of the 2031 notes), the redemption price will equal the sum of (1)
100% of the principal amount being redeemed, plus accrued and unpaid interest to, but not

including, the redemption date, and (2) the make-whole amount as described in this
prospectus supplement. If the 2031 notes are redeemed on or after November 25, 2030 (three
months prior to the maturity date of the 2031 notes), the redemption price will equal 100% of
the principal amount being redeemed, plus accrued and unpaid interest to, but not including,
the redemption date.

We may redeem the 2040 notes prior to maturity at our option, at any time in whole or from
time to time in part. If the 2040 notes are redeemed before August 21, 2039 (six months
prior to the maturity date of the 2040 notes), the redemption price will equal the sum of
(1) 100% of the principal amount being redeemed, plus accrued and unpaid interest to, but

not including, the redemption date, and (2) the make-whole amount as described in this
prospectus supplement. If the 2040 notes are redeemed on or after August 21, 2039 (six
months prior to the maturity date of the 2040 notes), the redemption price will equal 100% of
the principal amount being redeemed, plus accrued and unpaid interest to, but not including,
the redemption date.

We may redeem the 2050 notes prior to maturity at our option, at any time in whole or from
time to time in part. If the 2050 notes are redeemed before August 21, 2049 (six months
prior to the maturity date of the 2050 notes), the redemption price will equal the sum of
(1) 100% of the principal amount being redeemed, plus accrued and unpaid interest to, but

not including, the redemption date, and (2) the make-whole amount as described in this
prospectus supplement. If the 2050 notes are redeemed on or after August 21, 2049 (six
months prior to the maturity date of the 2050 notes), the redemption price will equal 100% of
the principal amount being redeemed, plus accrued and unpaid interest to, but not including,
the redemption date.

Covenants
The notes and the related indenture do not contain any financial or other similar restrictive
covenants. However, we will be subject to the covenants described under the caption
"Description of Notes."

Use of Proceeds
We estimate that the net proceeds from this offering will be approximately $4,034,736,618
after deducting the underwriting discounts and our estimated expenses related to this
offering, plus, in the case of the 2027 notes, the 2040 notes, and the 2050 notes, interest
deemed to have accrued from February 21, 2020 to, but excluding, the issue date.

We intend to use the net proceeds from this offering for general corporate purposes,

including, but not limited to, working capital, investments in our business and upcoming debt
maturities. See "Use of Proceeds" for additional information.

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Table of Contents
DTC Eligibility
The notes will be issued in fully registered book-entry form and will be represented by
permanent global notes without coupons. Global notes will be deposited with a custodian for
and registered in the name of a nominee of DTC, in New York, New York. Investors may
elect to hold interests in the global notes through DTC and its direct or indirect participants
as described in the accompanying prospectus under "Global Securities--Book-Entry;
Delivery and Form."

Form and Denomination
The notes will be issued in minimum denominations of $2,000 and any integral multiple of
$1,000.

Trading
The notes will not be listed on any securities exchange or included in any automated
quotation system. The 2031 notes will be new securities for which there is currently no
public market. We have been advised by certain of the underwriters that they currently make
a market in the existing notes of each series.

Risk Factors
See "Risk Factors" and other information included or incorporated by reference in this
prospectus supplement for a discussion of the factors you should carefully consider before
deciding to invest in the notes.

Further Issues
We may, without notice to or the consent of the holders or beneficial owners of the notes of
any series, create and issue additional notes and/or notes having the same ranking, interest
rate, maturity and other terms as the notes of that series. Any additional debt securities
having such similar terms, together with that series of notes, could be considered part of the
same series of notes under the indenture.

S-6
Table of Contents
RISK FACTORS
Prospective investors should carefully consider the following risk factors and the risk factors and assumptions related to our business identified or
described in our most recent annual report on Form 10-K and quarterly report on Form 10-Q, any subsequent Quarterly Report on Form 10-Q or Current
Report on Form 8-K and all other information contained or incorporated by reference into this prospectus supplement and the accompanying prospectus
before acquiring any of the notes. The occurrence of any one or more of the following could materially adversely affect your investment in the notes or our
business and operating results.
Risk Factors Incorporated by Reference
This preliminary prospectus supplement incorporates by reference risk factors related to Amgen Inc. contained in Amgen Inc.'s Annual Report on
Form 10-K for the fiscal year ended December 31, 2019, filed with the SEC on February 12, 2020, and its Quarterly Report on Form 10-Q for the
quarterly period ended March 31, 2020, filed with the SEC on May 1, 2020. Investors should carefully consider the risk factors contained in the documents
incorporated by reference into this prospectus supplement in addition to the risk factors below before deciding to invest in the notes.
The COVID-19 pandemic, and the public and governmental effort to mitigate against the spread of the disease, have had, and are expected to
continue to have, an adverse effect, and may have a material adverse effect, on our clinical trials, operations, supply chains, distribution systems,
product development, product sales, business and results of operations.
The novel coronavirus identified in late 2019, SARS-CoV-2, which causes the disease known as COVID-19, is an ongoing global pandemic that has
resulted in public and governmental efforts to contain or slow the spread of the disease, including widespread shelter-in-place orders, social distancing
interventions, quarantines, travel restrictions and various forms of operational shutdowns. The COVID-19 pandemic and the resulting measures
implemented in response to the pandemic is adversely affecting, and is expected to continue to adversely affect, a number of our business activities
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(including our clinical trials, operations, supply chains, distribution systems, product development and sales) as well as our suppliers, customers, third-
party payers and patients. Due to these measures and their effects, we have experienced, and expect to continue to experience, unpredictable reductions in
demand for certain of our products, and, in some cases, have experienced, and could continue to experience, unpredictable increases in demand for certain
of our products.
Our clinical trials have been, and are expected to continue to be, adversely affected by the COVID-19 pandemic. We have clinical work ongoing at
investigational sites across around the globe. An increasing number of clinical trial sites have restricted site visits and have imposed restrictions on the
initiation of new clinical trials and patient visits, to protect both site staff and patients from possible COVID-19 exposure. In response to the safety
concerns related to COVID-19, we have suspended enrollment and screening in clinical trials where sites are unable to perform clinical trial work due to
COVID-19 or there is uncertainty around the ability of sites to ensure subject safety or data integrity. Further, the COVID-19 pandemic is expected to
adversely affect our ability to continue enrollment of certain required post-marketing studies, including pediatric studies. The disruption caused by the
COVID-19 pandemic to our clinical trials and our clinical trial plans and timelines may have a significant adverse effect on our product development and
launches, and, in turn, on future product sales, business and results of operations. For example, we reported a pause in enrollment of our AMG 510
(sotorasib) Phase 1 combination study with Keytruda and Phase 3 confirmatory study to ensure patient safety and that such pause may impact the timelines
of these studies. Additionally, while we are investing in research and collaborations to potentially develop treatments for COVID-19, such activities may
not result in therapeutic candidates, product approvals and/or significant commercial value being derived from potential COVID-19-related medicines.
We anticipate that the COVID-19 pandemic may result in regulatory delays, including delays in receiving regulatory advice, reviews of applications,
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may also result in greater regulatory uncertainty. For example, the FDA and the European Medicines Agency have issued guidance to provide
biopharmaceutical manufacturers greater flexibility in certain regulatory areas, including protocol deviations and adverse event reporting. However, such
flexibility may result in greater uncertainty regarding the expectations of such health authorities in relation to this guidance. Additionally, there may be
delays in ongoing or new patent office or court patent proceedings in the U.S. or internationally that may delay the outcome of such proceedings. Such
delays and disruptions may have a significant adverse effect on our product development and launches, product sales, business and results of operations.
In response to COVID-19, we have activated our business continuity plans, including suspending all U.S. in-person meetings and interactions with
the healthcare community and professionals, all international business travel and the majority of domestic travel within the U.S. and all U.S. employees
who are able to work from home have been doing so since mid-March 2020. Our ability to perform critical functions and maintain operations could be
adversely affected as a result of such workforce restrictions, and the COVID-19-related support programs we have put into place for our staff, suppliers
and customers are increasing our operating expenses and reducing the efficiency of our operations. Additionally, disruptions in public and private
infrastructure, including transportation and supply chains, have further adversely affected the efficiency of our business operations. Also, the transition of
the majority of our workforce to a remote work environment in response to COVID-19, as have a number of our third-party service providers, may
exacerbate certain risks to our business, including an increased demand for information technology resources, increased risk of social engineering and
other cybersecurity attacks, and increased risk of unauthorized dissemination of sensitive personal information or proprietary or confidential information
about us or our service providers or other third-parties. For example, in April 2020, a vendor that provides information technology services to us
experienced a cybersecurity incident that required us to disconnect our systems from this vendor. While we do not believe this cybersecurity incident has
had a significant adverse effect on our operations, an extended service outage, particularly where a vendor is the single source from which we obtain
services, or where a cybersecurity incident significantly affects the operation of our systems, could have a material adverse effect on our business. We may
experience significant adverse effects on our commercial and clinical manufacturing activities, our operations, and our cybersecurity, and our suppliers and
vendors may experience significant disruptions to their manufacturing activities and operations, and cybersecurity, as a result of the COVID-19 pandemic.
Federal, state and local, and international governmental policies and initiatives designed to reduce the transmission of COVID-19 also have resulted
in the cancellation of diagnostic, elective, specialty and other procedures and appointments to avoid non-essential patient exposure to medical
environments and potential infection with COVID-19 and to focus limited resources and personnel capacity toward the treatment of COVID-19. These
measures and challenges will likely continue for the duration of the pandemic, which is uncertain, and have significantly reduced patient access to and
administration of certain of our drugs. For example, Prolia® is a product requiring administration by a healthcare provider in doctors' offices or other
healthcare settings that are affected by COVID-19. The U.S. label for Prolia® instructs healthcare professionals who discontinue Prolia® to transition the
patient to an alternative antiresorptive, including oral treatments that do not require administration by a healthcare provider. Further, as a result of
COVID-19, oncology patients, in consultation with their doctors, may be selecting less immunosuppressive therapies or therapies that do not require
administration in a hospital setting, potentially adversely affecting certain of our products. Our general medicine products have benefited from 90-day
supply availability for existing patients but new patients are less likely to be diagnosed and/or to start these therapeutics during the pandemic. Once the
pandemic subsides, we anticipate there will be a substantial backlog of patients seeking appointments with physicians relating to a variety of medical
conditions, and as a result, patients seeking treatment with certain of our products may have to navigate limited provider capacity and this limited provider
capacity could have a continued adverse effect on our sales following the end of the pandemic. Further, the effects of the COVID-19 pandemic may result
in long-term shifts in preferences among healthcare professionals and patients toward treatments that do not require administration by healthcare
professionals or visits to medical facilities.
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The legislative and regulatory environment governing our businesses is dynamic and changing frequently in response to COVID-19. Several states
have taken action to help patients maintain access to prescription drugs during the COVID-19 pandemic including requiring state-regulated commercial
plans to cover 90-day fills and emergency fills in certain circumstances. At the federal level, legislation has been proposed seeking to incentivize greater
drug manufacturing in the United States with the stated goal of improving supply reliability in the United States. One such legislative proposal would
prohibit the U.S. Department of Veterans Affairs from purchasing certain drugs that have active pharmaceutical ingredients manufactured outside the
United States. While we perform a substantial majority of our commercial manufacturing activities in the U.S., including in the U.S. territory of Puerto
Rico, and a substantial majority of our clinical manufacturing activities at our facility in Thousand Oaks, California, the passage of such legislation could
result in foreign governments enacting retaliatory legislation or regulatory actions, which may have an adverse effect on our product sales, business and
results of operations internationally. The COVID-19 pandemic has also resulted in increased interest in compulsory licenses, march-in rights or other
governmental interventions, both in the U.S. and internationally, related to the procurement of drugs. Pursuant to the declaration of a national emergency in
March 2020 under the Stafford Act, state and local governments may request access to discounted pricing for certain items related to the COVID-19
response. The CARES Act implements initiatives to provide advanced payments from Medicare to healthcare providers, clinics and physicians and to
require Medicare plans to provide up to a 90-day supply of Part D drugs. However, despite such initiatives and government support, there may be adverse
effects on the timing and collectability of our customer receivables as a result of the COVID-19 pandemic. The COVID-19 pandemic has also resulted in a
significant increase in unemployment in the United States which may continue after the pandemic. Such a significant increase in unemployment is expected
to lead to a substantial reduction in disposable income and access to health insurance which could adversely affect our product sales. Further, the
substantial pressures placed on governmental and payor budgets as a result of the COVID-19 pandemic and the projected governmental budget shortfalls
caused by significantly reduced economic activity during and potentially after the COVID-19 pandemic may result in greater and continued downward
price pressure on biopharmaceutical products and increased intensity of stakeholder negotiations across the biopharmaceutical value chain.
In recent weeks, the continued global spread of COVID-19 has also led to disruption and volatility in the global capital markets. We have certain
assets, including equity investments, that are exposed to market fluctuations that could, in a sustained market disruption, result in impairments. Further, the
economic downturn resulting from this global pandemic may be of an extended duration and precipitate a global recession.
If the pandemic continues and conditions worsen, we expect to experience additional adverse effects on our operational and commercial activities,
customer purchases and our collections of accounts receivable, which adverse effects may be material, and it remains uncertain the degree to which these
adverse effects would impact our future operational and commercial activities, customer purchases and our collections even if conditions begin to improve.
In addition to existing travel restrictions, jurisdictions may continue to close borders, impose prolonged quarantines and further restrict travel and business
activity, which could significantly affect our ability to support our operations and customers and the ability of our employees to get to their workplaces to
discover, study, develop and produce our product candidates and products, and disrupt the movement of our products through the supply chain. Further, in
connection with the global outbreak and spread of COVID-19 and in an effort to increase the wider availability of needed medical products, we or our
suppliers may elect to, or governments may require us, or our suppliers to, allocate manufacturing capacity (for example pursuant to the U.S. Defense
Production Act) in a way that adversely affects our regular operations, customer relationships, and financial results. In addition, unpredictable increases in
demand for certain of our products could exceed our capacity to meet such demand, which could adversely affect our financial results and customer
relationships.
The rapid development and fluidity of this situation precludes any prediction as to the ultimate effect on us of COVID-19. The duration of the
measures being taken by the authorities to mitigate against the spread of COVID-19, and the extent to which such measures are effective, if at all, remain
highly uncertain. We believe the magnitude and degree of COVID-19's adverse effect on our product development, product sales, businesses,

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operating results, cash flows and financial condition will be driven by the severity and duration of the pandemic, the pandemic's effect on the U.S. and
global economies and the timing, scope and effectiveness of federal, state, local and international governmental responses to the pandemic. However, if the
spread continues on at or near, its current trajectory or mitigation continues to require similar levels of shelter-in-place and shut-down orders, such effect
will grow and our product development, product sales, business, results of operations, cash flows and financial position could be materially adversely
affected.
Risks Relating to the Notes
The notes are structurally subordinated. This may affect your ability to receive payments on the notes.
The notes are exclusively obligations of Amgen. We currently conduct a significant portion of our operations through our subsidiaries and our
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