Obligation AstraZen PLC 3% ( US046353AZ13 ) en USD

AstraZen PLC

100 % ▲

Royaume-Uni

US046353AZ13 ( en USD )

3% par an ( paiement semestriel )

27/05/2051

Prospectus brochure de l'obligation AstraZeneca PLC US046353AZ13 en USD 3%, échéance 27/05/2051

2 000 USD

750 000 000 USD

046353AZ1

A- ( Qualité moyenne supérieure )

A3 ( Qualité moyenne supérieure )

28/11/2025 ( Dans 148 jours )

AstraZeneca PLC est une société biopharmaceutique multinationale anglo-suédoise axée sur la recherche, le développement, la fabrication et la commercialisation de médicaments sur ordonnance dans diverses spécialités thérapeutiques.

L'Obligation émise par AstraZen PLC ( Royaume-Uni ) , en USD, avec le code ISIN US046353AZ13, paye un coupon de 3% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 27/05/2051

L'Obligation émise par AstraZen PLC ( Royaume-Uni ) , en USD, avec le code ISIN US046353AZ13, a été notée A3 ( Qualité moyenne supérieure ) par l'agence de notation Moody's.

L'Obligation émise par AstraZen PLC ( Royaume-Uni ) , en USD, avec le code ISIN US046353AZ13, a été notée A- ( Qualité moyenne supérieure ) par l'agence de notation Standard & Poor's ( S&P ).

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CALCULATION OF REGISTRATION FEE
Maximum Aggregate
Amount of
Title of Each Class of Securities Offered
Offering Price
Registration Fee(1)
0.300% Notes due 2023
$ 1,400,000,000
$ 152,740
3.000% Notes due 2051
$ 750,000,000
$ 81,825
0.700% Notes due 2024
$ 1,600,000,000
$ 174,560
Guarantees of 0.700% Notes due 2024(2)
--
--
1.200% Notes due 2026
$ 1,250,000,000
$ 136,375
Guarantees of 1.200% Notes due 2026(2)
--
--
1.750% Notes due 2028
$ 1,250,000,000
$ 136,375
Guarantees of 1.750% Notes due 202(2)
--
--
2.250% Notes due 2031
$ 750,000,000
$ 81,825
Guarantees of 2.250% Notes due 2031(2)
--
--
Total
$ 7,000,000,000
$ 763,700
(1) Calculated in accordance with Rule 457(r) under the Securities Act of 1933, as
amended.
(2) Pursuant to Rule 457(n) under the Securities Act of 1933, no separate fee is
payable with respect to the guarantees of AstraZeneca PLC in connection with the
notes of AstraZeneca Finance LLC.

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Filed pursuant to Rule 424(b)(2)
Registration No. 333-256406
PROSPECTUS SUPPLEMENT
(To Prospectus dated May 24, 2021)
$7,000,000,000
AstraZeneca PLC
AstraZeneca Finance LLC
$1,400,000,000 0.300%
$1,600,000,000 0.700% Notes due 2024
Notes due 2023
$1,250,000,000 1.200% Notes due 2026
$750,000,000 3.000%
$1,250,000,000 1.750% Notes due 2028
Notes due 2051
$750,000,000 2.250% Notes due 2031
fully and unconditionally guaranteed by AstraZeneca PLC
The notes offered by this prospectus supplement comprise $1,400,000,000 0.300% Notes due 2023 (the
"AZ PLC 2023 Notes") and $750,000,000 3.000% Notes due 2051 being issued by AstraZeneca PLC (the "AZ
PLC 2051 Notes" and, together with the AZ PLC 2023 Notes, the "AstraZeneca PLC Notes"), and
$1,600,000,000 0.700% Notes due 2024 (the "AZ Finance 2024 Notes"), $1,250,000,000 1.200% Notes due
2026 (the "AZ Finance 2026 Notes"), $1,250,000,000 1.750% Notes due 2028 (the "AZ Finance 2028 Notes")
and $750,000,000 2.250% Notes due 2031 being issued by AstraZeneca Finance LLC and ful y and
unconditional y guaranteed by AstraZeneca PLC (the "AZ Finance 2031 Notes" and, together with the AZ
Finance 2024 Notes, the AZ Finance 2026 Notes and the AZ Finance 2028 Notes, the "AstraZeneca Finance
Notes" and, together with the AstraZeneca PLC Notes, the "Notes").
The AZ PLC 2023 Notes wil bear interest at a rate of 0.300% per year. The AZ PLC 2051 Notes wil bear
interest at a rate of 3.000% per year. The AZ Finance 2024 Notes wil bear interest at a rate of 0.700% per
year. The AZ Finance 2026 Notes wil bear interest at a rate of 1.200% per year. The AZ Finance 2028 Notes
wil bear interest at a rate of 1.750% per year. The AZ Finance 2031 Notes wil bear interest at a rate of
2.250% per year. Interest on the AZ PLC 2023 Notes wil be payable semi-annual y in arrears on May 26 and
November 26 of each year, beginning on November 26, 2021. Interest on the AZ PLC 2051 Notes, the AZ
Finance 2024 Notes, the AZ Finance 2026 Notes, the AZ Finance 2028 Notes and the AZ Finance 2031 Notes
wil be payable semi-annual y in arrears on May 28 and November 28 of each year, beginning on November
28, 2021.
(Prospectus cover continued on the following page.)
Investing in the Notes involves risks. See "Risk Factors" beginning on page S-11 of this prospectus
supplement and on page 2 of the attached prospectus.
Neither the U.S. Securities and Exchange Commission (the "SEC") nor any other regulatory body
has approved or disapproved of the Notes or determined if this prospectus supplement or the
accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal
offense.
Price to
Underwriting Proceeds to Issuer
Public(1)
Discounts
(before expenses)
Per AZ PLC 2023 Note
99.911%
0.100%
99.811%
Total for AZ PLC 2023 Notes
$1,398,754,000 $ 1,400,000 $ 1,397,354,000
Per AZ PLC 2051 Note
98.634%
0.650%
97.984%
Total for AZ PLC 2051 Notes
$ 739,755,000 $ 4,875,000 $
734,880,000
Per AZ Finance 2024 Note
99.991%
0.125%
99.866%
Total for AZ Finance 2024 Notes
$ 1,599,856,000 $ 2,000,000 $ 1,597,856,000
Per AZ Finance 2026 Note
99.874%
0.225%
99.649%
Total for AZ Finance 2026 Notes
$ 1,248,425,000 $ 2,812,500 $ 1,245,612,500
Per AZ Finance 2028 Note
99.830%
0.275%
99.555%
Total for AZ Finance 2028 Notes
$ 1,247,875,000 $ 3,437,500 $ 1,244,437,500
Per AZ Finance 2031 Note
99.875%
0.325%
99.550%
Total for AZ Finance 2031 Notes
$ 749,062,500 $ 2,437,500 $
746,625,000
Total
$ 6,983,727,500 $16,962,500 $ 6,966,765,000
(1) Plus interest accrued on the Notes from May 28, 2021, if any.
We expect to deliver the Notes to investors in registered book-entry form only through the facilities of
The Depository Trust Company ("DTC") on or about May 28, 2021. Beneficial interests in the Notes wil be
shown on, and transfers thereof wil be effected only through, records maintained by DTC and its direct and
indirect participants, including Clearstream Banking, S.A. ("Clearstream, Luxembourg") and Euroclear Bank
SA/NV ("Euroclear").
Joint Book-Running Managers
Goldman Sachs & Co. LLC
J.P. Morgan
Morgan Stanley
Barclays
BNP Paribas
Citigroup
Deutsche Bank Securities
HSBC
Mizuho Securities
Santander
SEB
Société Générale

Prospectus Supplement dated May 25, 2021.

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(Prospectus cover continued from preceding page.)
We may redeem the Notes of any series, in whole or in part, from time to time at the applicable
redemption prices described herein. In addition, the Notes of any series are redeemable in whole but not in
part prior to their respective maturity dates upon the occurrence of certain tax events described herein.
On December 12, 2020, we entered into an Agreement and Plan of Merger (the "merger agreement") to
acquire Alexion Pharmaceuticals, Inc. ("Alexion"), a Delaware corporation, for per-share consideration of $60
in cash and 2.1243 AstraZeneca American Depositary Shares for each Alexion share (the "Alexion
Acquisition"). We intend to use the net proceeds from the sale of the AZ PLC 2023 Notes, AZ PLC 2051
Notes, AZ Finance 2026 Notes, AZ Finance 2028 Notes and AZ Finance 2031 Notes (col ectively, the "Special
Mandatory Redemption Notes") to fund a portion of the purchase price for the Alexion Acquisition, to pay or
refinance a portion of Alexion's indebtedness and to pay related fees and expenses, with any remaining
proceeds being used for general corporate purposes, which may include the refinancing of existing
indebtedness. We intend to use the net proceeds of the offering of the AZ Finance 2024 Notes to fund a
portion of the purchase price for the Alexion Acquisition, to pay or refinance a portion of Alexion's
indebtedness and to pay related fees and expenses, should the Alexion Acquisition proceed, or for general
corporate purposes, which may include the refinancing of existing indebtedness. We may temporarily invest
funds that are not immediately needed for these purposes in short-term investments, including marketable
securities. There wil be no escrow account or security interest for the benefit of the holders of the Notes.
The offering of the Notes is not conditioned upon the consummation of the Alexion Acquisition. However, if
(x) the consummation of the Alexion Acquisition does not occur on or before March 12, 2022 or (y) prior to
such date, we notify the trustee that we wil not pursue the consummation of the Alexion Acquisition, then,
in either case, AstraZeneca PLC and AstraZeneca Finance LLC, as applicable, wil be required to redeem
the Special Mandatory Redemption Notes then outstanding at a redemption price equal to 101% of the
principal amount of the Special Mandatory Redemption Notes plus accrued and unpaid interest, if any, to,
but excluding, the Special Mandatory Redemption Date. See "Description of AstraZeneca PLC Notes--
Redemption-- Special Mandatory Redemption" and "Description of AstraZeneca Finance Notes--
Redemption--Special Mandatory Redemption--Special Mandatory Redemption Notes of AstraZeneca
Finance LLC" in this prospectus supplement.
The AstraZeneca PLC Notes wil constitute unsecured and unsubordinated indebtedness of AstraZeneca
PLC and wil rank equal y with al other unsecured and unsubordinated indebtedness of AstraZeneca PLC
from time to time outstanding. The AstraZeneca Finance Notes wil constitute unsecured and unsubordinated
indebtedness of AstraZeneca Finance LLC and wil rank equal y with al other unsecured and unsubordinated
indebtedness of AstraZeneca Finance LLC from time to time outstanding. The AstraZeneca Finance Notes wil
be ful y and unconditional y guaranteed by AstraZeneca PLC (each, a "Guaranty" and, col ectively, the
"Guarantees"). The Guarantees wil be the unsecured and unsubordinated obligations of AstraZeneca PLC
and wil rank equal y in right of payment with al of AstraZeneca PLC's other unsecured and unsubordinated
indebtedness, including debt securities issued by AstraZeneca PLC.
The Notes are being offered global y for sale in jurisdictions where it is lawful to make such offers and
sales. We intend to apply to list the Notes on The Nasdaq Stock Market LLC.

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Table of Contents
Page
Prospectus Supplement
About This Document
S-i i
Where You Can Find More Information
S-i i
Incorporation of Documents by Reference
S-i i
Forward-Looking Statements
S-vi
Summary
S-1
Risk Factors
S-11
Use of Proceeds
S-17
Indebtedness and Capitalization
S-18
Description of AstraZeneca PLC Notes
S-19
Description of AstraZeneca Finance Notes
S-25
Taxation
S-32
Clearance and Settlement
S-34
Underwriting
S-35
Sel ing Restrictions
S-38
Validity of the Notes
S-42
Experts
S-42
Prospectus
About this Prospectus
1
AstraZeneca PLC
1
AstraZeneca Finance LLC
1
Risk Factors
2
Cautionary Statement Regarding Forward-Looking Statements
5
Summary Financial Information
7
Enforceability of Certain Civil Liabilities
8
Where You Can Find More Information About Us
8
Incorporation of Documents by Reference
8
Use of Proceeds
11
Legal Ownership
12
Description of Debt Securities and Guarantees
14
Clearance and Settlement
31
Certain UK and U.S. Federal Tax Considerations
35
United Kingdom Taxation
35
United States Taxation
37
Plan of Distribution
44
Legal Matters
46
Experts
46
AstraZeneca PLC, AstraZeneca Finance LLC and their respective subsidiaries and
affiliates have not, and the underwriters have not, authorized any other person to
provide you with any information other than the information contained in this
prospectus supplement, the accompanying prospectus and the documents
incorporated by reference herein and therein. Neither AstraZeneca PLC, AstraZeneca
Finance LLC and their

S-i

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respective subsidiaries and affiliates nor the underwriters take responsibility for, or
provide any assurance as to the reliability of, any different or additional information.
None of AstraZeneca PLC, AstraZeneca Finance LLC or the underwriters are making an
offer to sel the Notes in any jurisdiction where the offer or sale is not permitted. You
should assume the information appearing in this prospectus supplement, the
accompanying prospectus and the documents incorporated by reference herein and
therein are accurate only as of their respective dates. Our business, financial
condition, results of operations and prospects may have changed since those dates.

S-i

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ABOUT THIS DOCUMENT
This document is in two parts. The first part is the prospectus supplement, which
describes the specific terms of the Notes we are offering and certain other matters
relating to us and our results of operations and financial condition. The second part,
the attached prospectus, gives more general information about securities we may offer
from time to time, some of which does not apply to the Notes we are offering.
General y, when we refer to the prospectus, we are referring to both parts of this
document combined. If the description of the Notes in the prospectus supplement
differs from the description in the attached prospectus, the description in the
prospectus supplement supersedes the description in the attached prospectus.
WHERE YOU CAN FIND MORE INFORMATION
We file annual reports with the SEC on Form 20-F and furnish other information on
Form 6-K to the SEC. Our SEC filings are available to the public over the internet at the
SEC's website at http://www.sec.gov. These documents are also available on our
website at http://www.astrazeneca.com. The contents of our website are not
incorporated into, and do not form a part of, this prospectus supplement.
INCORPORATION OF DOCUMENTS BY REFERENCE
The SEC al ows us to "incorporate by reference" the information we file with or
furnish to them, which means that we can disclose important information to you by
referring you to those documents. The information incorporated by reference is
considered to be part of this prospectus supplement and the accompanying
prospectus, and later information that we file with the SEC wil automatical y update or
supersede this information. We incorporate by reference the documents or sections of
documents listed below and any of our future filings made with the SEC under
Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), until such time as al of the securities covered by this prospectus
supplement have been sold:
· Our Annual Report on Form 20-F for the year ended December 31, 2020 filed with
the SEC on February 16, 2021.
· Our Report on Form 6-K furnished to the SEC on April 30, 2021, which includes
our unaudited interim consolidated results for the three-month period ended
March 31, 2021.
· Part I, Item 1 (Business), Part I , Item 7 (Management's Discussion and Analysis
of Financial Condition and Results of Operations), audited financial statements of
Alexion as of December 31, 2020 and 2019 and for the three years in the period
ended December 31, 2020 (pages F-1 to F-68) and information under the
heading "Management's Report on Internal Control Over Financial Reporting"
(pages 112 and 113) in Part I , Item 9A included in the annual report on Form 10-
K for the year ended December 31, 2020 filed by Alexion with the SEC on
February 8, 2021.
· Part I, Item 1 (Unaudited Condensed Consolidated Financial Statements), Part I,
Item 2 (Management's Discussion and Analysis of Financial Condition and Results
of Operations) and Part I , Item 1A (Risk Factors) included in the quarterly report
on Form 10-Q for the quarter ended March 31, 2021 filed by Alexion with the SEC
on April 30, 2021.
· The information included under "The Merger Agreement" on pages 109 to 136 in
the prospectus (File No. 333-253315) filed by AstraZeneca PLC with the SEC on
April 12, 2021 pursuant to Rule 424(b) under the U.S. Securities Act of 1933, as
amended (the "Securities Act").
· Our Report on Form 6-K furnished to the SEC on May 24, 2021, which includes
unaudited pro forma condensed combined financial information for the year
ended December 31, 2020 and as at and for the three months ended March 31,
2021.
· Our Report on Form 6-K titled "IDMC has concluded that OlympiA trial of
Lynparza crossed superiority boundary for invasive disease-free survival vs.

placebo at planned interim analysis" furnished to the SEC on February 17, 2021.
· Our Report on Form 6-K titled "Voluntary withdrawal of Imfinzi indication in
advanced bladder cancer in the United States" furnished to the SEC on
February 22, 2021.

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· Our Report on Form 6-K titled "Further update on US regulatory review of
Roxadustat in anaemia of chronic kidney disease" furnished to the SEC on
March 2, 2021.
· Our Report on Form 6-K titled "US Court decision favouring Symbicort in patent
litigation" furnished to the SEC on March 3, 2021.
· Our Report on Form 6-K titled "AstraZeneca to supply the US with up to half a
mil ion additional doses of the potential COVID-19 antibody treatment AZD7442"
furnished to the SEC on March 16, 2021.
· Our Report on Form 6-K titled "Divestment of Viela Shareholding completed"
furnished to the SEC on March 16, 2021.
· Our Report on Form 6-K titled "AstraZeneca US vaccine trial met primary
endpoint in preventing COVID-19 at interim analysis" furnished to the SEC on
March 22, 2021.
· Our Report on Form 6-K titled "AZD1222 US Ph3 primary analysis confirms
efficacy" furnished to the SEC on March 25, 2021.
· Our Report on Form 6-K titled "Update on the DARE-19 Phase I I trial for Farxiga
in COVID-19" furnished to the SEC on April 12, 2021.
· Our Report on Form 6-K titled "Tagrisso approved in China in early lung cancer"
furnished to the SEC on April 14, 2021.
· Our Report on Form 6-K titled "U.S. clearance of the proposed acquisition of
Alexion" furnished to the SEC on April 16, 2021.
· Our Report on Form 6-K titled "Selumetinib recommended for approval in the EU
by CHMP as the first medicine for paediatric patients with neurofibromatosis type
1 and plexiform neurofibromas" furnished to the SEC on April 26, 2021.
· Our Report on Form 6-K titled "Tagrisso adjuvant receives positive CHMP opinion"
furnished to the SEC on April 26, 2021.
· Our Report on Form 6-K titled "Nirsevimab MELODY Phase I I trial met primary
endpoint of reducing RSV lower respiratory tract infections in healthy infants"
furnished to the SEC on April 26, 2021.
· Our Report on Form 6-K titled "Farxiga approved in the US for the treatment of
chronic kidney disease in patients at risk of progression with and without type-2
diabetes" furnished to the SEC on May 4, 2021.
· Our Report on Form 6-K titled "Imfinzi and tremelimumab with chemotherapy
demonstrated overal survival benefit in POSEIDON trial for 1st-line Stage IV non-
smal cel lung cancer" furnished to the SEC on May 7, 2021.
· Our Report on Form 6-K titled "AstraZeneca shareholders vote in favour of
proposed acquisition of Alexion" furnished to the SEC on May 11, 2021.
· Our Report on Form 6-K titled "Results of Annual General Meeting held on 11
May 2021" furnished to the SEC on May 11, 2021.
· Our Report on Form 6-K titled "AstraZeneca COVID-19 vaccine Vaxzevria
authorised for emergency use in Japan" furnished to the SEC on May 21, 2021.
· Al other documents we file pursuant to Section 13(a), 13(c) or 15(d) of the
Exchange Act after the date of this prospectus and prior to the termination of the
offering of the securities and reports furnished to the SEC on Form 6-K that
indicate that they are incorporated by reference in this prospectus supplement or
the accompanying prospectus, in each case with effect from the date that such
document or report is so filed or furnished.
For the avoidance of doubt, the contents of any website included in the documents
listed above are not incorporated into, and do not form a part of, this prospectus
supplement.