Obligation AmgenX 2.3% ( US031162BF68 ) en USD

AmgenX

100 % ⇌

Etas-Unis

US031162BF68 ( en USD )

2.3% par an ( paiement semestriel )

15/06/2016 - Obligation échue

Prospectus brochure de l'obligation Amgen US031162BF68 en USD 2.3%, échue

2 000 USD

750 000 000 USD

031162BF6

A ( Qualité moyenne supérieure )

Baa1 ( Qualité moyenne inférieure )

Amgen est une société biopharmaceutique multinationale qui se concentre sur la découverte, le développement, la fabrication et la commercialisation de produits biologiques principalement utilisés pour le traitement du cancer, des maladies rhumatismales, des maladies cardiovasculaires et des maladies osseuses.

L'obligation américaine d'Amgen (ISIN : US031162BF68, CUSIP : 031162BF6), émise pour un montant total de 750 000 000 USD avec un prix actuel de marché de 100%, un taux d'intérêt de 2,3%, une taille minimale d'achat de 2 000 USD et une maturité intervenue le 15/06/2016 (avec paiement de coupon semestriel), a été intégralement remboursée ; elle bénéficiait d'une notation A de Standard & Poor's et Baa1 de Moody's.

Final Prospectus Supplement
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424B2 1 d424b2.htm FINAL PROSPECTUS SUPPLEMENT
Table of Contents
Filed pursuant to Rule 424(b)(2)
Registration No. 333-172617
CALCULATION OF REGISTRATION FEE

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

Registered

Per Unit

Offering Price

Registration Fee
2.30% Senior Notes due 2016

$ 750,000,000
99.768%

$
748,260,000
$ 86,872.99
4.10% Senior Notes due 2021

$1,000,000,000
99.742%

$
997,420,000
$ 115,800.46
5.65% Senior Notes due 2042

$1,250,000,000
99.510%

$ 1,243,875,000
$ 144,413.89
Total

$3,000,000,000
--

$ 2,989,555,000
$ 347,087.34

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Prospectus Supplement
(To Prospectus Dated March 4, 2011)
$750,000,000 2.30% Senior Notes due 2016
$1,000,000,000 4.10% Senior Notes due 2021
$1,250,000,000 5.65% Senior Notes due 2042
We are offering $750,000,000 aggregate principal amount of 2.30% Senior Notes due 2016 (the "2016 notes"), $1,000,000,000
aggregate principal amount of 4.10% Senior Notes due 2021 (the "2021 notes") and $1,250,000,000 aggregate principal amount of
5.65% Senior Notes due 2042 (the "2042 notes" and, together with the 2016 notes and the 2021 notes, the "notes"). Interest on the
notes will be payable in cash semiannually in arrears on June 15 and December 15 of each year, beginning December 15, 2011. 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 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-6.

Per 2016 Note

Total

Per 2021 Note

Total

Per 2042 Note

Total

Public offering price
(1)

99.768%

$748,260,000 99.742%

$997,420,000 99.510%

$1,243,875,000
Underwriting discount 0.350%

$ 2,625,000 0.450%

$ 4,500,000 0.875%

$
10,937,500
Proceeds, before
expenses, to Amgen
(1)

99.418%

$745,635,000 99.292%

$992,920,000 98.635%

$1,232,937,500
(1) Plus accrued interest, if any, from June 30, 2011, if settlement occurs after that date.
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 June 30, 2011.

Joint Book-Running Managers

Barclays Capital

BofA Merrill Lynch

Morgan Stanley

Senior Co-Managers

Citi
Credit Suisse
Deutsche Bank Securities
Goldman, Sachs & Co.

(2021 Notes only)

J.P. Morgan
Mitsubishi UFJ Securities
UBS Investment Bank
(2021 Notes only)

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Co-Managers

RBS

SMBC Nikko
The date of this prospectus supplement is June 27, 2011.
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TABLE OF CONTENTS
PROSPECTUS SUPPLEMENT

Page
ABOUT THIS PROSPECTUS SUPPLEMENT
S-1

SUMMARY
S-2

THE OFFERING
S-3

RISK FACTORS
S-6

USE OF PROCEEDS
S-8

RATIO OF EARNINGS TO FIXED CHARGES
S-8

CAPITALIZATION
S-9

DESCRIPTION OF NOTES
S-10
CERTAIN UNITED STATES FEDERAL INCOME TAX CONSEQUENCES
S-24
UNDERWRITING
S-28
VALIDITY OF THE NOTES
S-32
PROSPECTUS

ABOUT THIS PROSPECTUS
1

FORWARD LOOKING STATEMENTS
1

WHERE YOU CAN FIND MORE INFORMATION; INCORPORATION BY REFERENCE
1

AMGEN
2

RISK FACTORS
3

USE OF PROCEEDS
3

RATIO OF EARNINGS TO FIXED CHARGES
3

DESCRIPTION OF DEBT SECURITIES
4

DESCRIPTION OF CAPITAL STOCK
12
DESCRIPTION OF WARRANTS
14
DESCRIPTION OF RIGHTS
17
DESCRIPTION OF SECURITIES PURCHASE CONTRACTS AND SECURITIES PURCHASE UNITS
18
DESCRIPTION OF DEPOSITARY SHARES
19
GLOBAL SECURITIES
20
PLAN OF DISTRIBUTION
22
EXPERTS
22
VALIDITY OF THE SECURITIES
22

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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 the accompanying
prospectus.
You should rely only on the information contained or incorporated by reference in this prospectus supplement and the
accompanying prospectus and in any term sheet we 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.

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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 a global biotechnology company that discovers, develops, manufactures and markets human therapeutics based on
advances in cellular and molecular biology.
We were incorporated in California in 1980 and merged into a Delaware corporation in 1987. 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.

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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
$3,000,000,000 in aggregate principal amount of notes, consisting of:

· $750,000,000 aggregate principal amount of the 2016 notes;

· $1,000,000,000 aggregate principal amount of the 2021 notes; and

· $1,250,000,000 aggregate principal amount of the 2042 notes.

Maturity Dates
2016 notes: June 15, 2016
2021 notes: June 15, 2021
2042 notes: June 15, 2042

Interest and Payment Dates
2016 notes: 2.30% per annum, payable semi-annually in arrears in cash on June
15 and December 15 of each year, beginning December 15, 2011.

2021 notes: 4.10% per annum, payable semi-annually in arrears in cash on June

15 and December 15 of each year, beginning December 15, 2011.

2042 notes: 5.65% per annum, payable semi-annually in arrears in cash on June

15 and December 15 of each year, beginning December 15, 2011.

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."

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 senior credit
facility, our 0.375% Convertible Senior Notes due 2013, our 4.85% Senior
Notes due 2014, our 5.85% Senior Notes due 2017, our 6.15% Senior Notes
due 2018, our 5.70% Senior Notes due 2019, our 4.50% Senior Notes due

March 2020, our 3.45% Senior Notes due October 2020, our Zero Coupon
Convertible Notes due 2032, our 6.375% Senior Notes due 2037, our 6.90%
Senior Notes due 2038, our 6.40% Senior Notes due 2039, our 5.75% Senior
Notes due 2040, our 4.95% Senior Notes due 2041 and other existing
unsubordinated long-term debt;

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

indebtedness; and

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· 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 2016 notes, at any time in whole or from time to time in
part, at a redemption price equal to the sum of (1) 100% of the principal amount
being redeemed, plus accrued and unpaid interest, and (2) a make-whole amount
as described in this prospectus supplement.

We may redeem the 2021 notes, at any time in whole or from time to time in
part. If the 2021 notes are redeemed before March 15, 2021 (three months prior
to the maturity date of the 2021 notes), the redemption price will equal the sum
of (1) 100% of the principal amount being redeemed, plus accrued and unpaid

interest and (2) the make-whole amount as described in this prospectus
supplement. If the 2021 notes are redeemed on or after March 15, 2021 (three
months prior to the maturity date of the 2021 notes), the redemption price will
equal 100% of the principal amount being redeemed, plus accrued and unpaid
interest.

We may redeem the 2042 notes, at any time in whole or from time to time in
part. If the 2042 notes are redeemed before December 15, 2041 (six months
prior to the maturity date of the 2042 notes), the redemption price will equal the
sum of (1) 100% of the principal amount being redeemed, plus accrued and

unpaid interest and (2) the make-whole amount as described in this prospectus
supplement. If the 2042 notes are redeemed on or after December 15, 2041 (six
months prior to the maturity date of the 2042 notes), the redemption price will
equal 100% of the principal amount being redeemed, plus accrued and unpaid
interest.

Covenants
The notes and 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
$2,969,492,500 after deducting discounts, commissions and our estimated
expenses related to this offering.

We intend to use the net proceeds from this offering for general corporate
purposes, including, without limitation, working capital, capital expenditures,
debt service requirements and repayment of our outstanding indebtedness,

repurchases of shares of our common stock under our previously announced
share repurchase program, the payment of quarterly dividends to holders of our
common stock under our recently announced dividend policy, and other business
initiatives, including acquisitions and licensing activities.

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

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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 notes will be new securities for which there is
currently no public market.

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.

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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 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.
Risks Relating to the Notes
The notes are structurally subordinated. This may affect your ability to receive payments on the notes.
The notes are obligations exclusively of Amgen. We currently conduct a significant portion of our operations through our
subsidiaries and our subsidiaries have significant liabilities. In addition, we may, and in some cases we have plans to, conduct
additional operations through our subsidiaries in the future and, accordingly, our subsidiaries' liabilities will increase. Our cash flow
and our ability to service our debt, including the notes, therefore partially depends upon the earnings of our subsidiaries, and we
depend on the distribution of earnings, loans or other payments by those subsidiaries to us.
Our subsidiaries are separate and distinct legal entities. Our subsidiaries have no obligation to pay any amounts due on the notes
or, subject to existing or future contractual obligations between us and our subsidiaries, to provide us with funds for our payment
obligations, whether by dividends, distributions, loans or other payments. In addition, any payment of dividends, distributions, loans
or advances by our subsidiaries to us could be subject to statutory or contractual restrictions and taxes on distributions. Payments to
us by our subsidiaries will also be contingent upon our subsidiaries' earnings and business considerations.
Our right to receive any assets of any of our subsidiaries upon liquidation or reorganization, and, as a result, the right of the
holders of the notes to participate in those assets, will be effectively subordinated to the claims of that subsidiary's creditors,
including trade creditors and preferred stockholders, if any. The notes do not restrict the ability of our subsidiaries to incur additional
liabilities. In addition, even if we were a creditor of any of our subsidiaries, our rights as a creditor would be subordinate to any
security interest in the assets of our subsidiaries and any indebtedness of our subsidiaries senior to indebtedness held by us.
Active trading markets for the notes may not develop.
The notes are new issues of securities for which there are currently no public markets, and no active trading markets might ever
develop. If the notes are traded after their initial issuance, they may trade at a discount from their initial offering prices, depending on
prevailing interest rates, the market for similar securities, our performance and other factors. To the extent that active trading markets
do not develop, the liquidity and trading prices for the notes may be harmed.
We have no plans to list the notes on a securities exchange. We have been advised by underwriters that they presently intend to
make a market in the notes of each series. However, the underwriters are not obligated to do so. Any market-making activity, if
initiated, may be discontinued at any time, for any reason or for no reason, without notice. If the underwriters cease to act as the
market makers for the notes, we cannot assure you another firm or person will make markets in the notes.
The liquidity of any markets for the notes will depend upon the number of holders of the notes, our results of operations and
financial condition, the markets for similar securities, the interest of securities dealers in making markets in the notes and other
factors. Active or liquid trading markets for the notes may not develop.

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