Obligation Intelco 4% ( US458140AN04 ) en USD

Intelco

100 % ▲

Etas-Unis

US458140AN04 ( en USD )

4% par an ( paiement semestriel )

14/12/2032

Prospectus brochure de l'obligation Intel Corp US458140AN04 en USD 4%, échéance 14/12/2032

2 000 USD

750 000 000 USD

458140AN0

A+ ( Qualité moyenne supérieure )

A1 ( Qualité moyenne supérieure )

15/06/2026 ( Dans 126 jours )

Intel Corporation est une multinationale américaine qui conçoit, fabrique et vend des composants informatiques, notamment des microprocesseurs, des chipsets, des cartes mères et autres technologies liées aux semi-conducteurs.

L'Obligation émise par Intelco ( Etas-Unis ) , en USD, avec le code ISIN US458140AN04, paye un coupon de 4% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 14/12/2032

L'Obligation émise par Intelco ( Etas-Unis ) , en USD, avec le code ISIN US458140AN04, a été notée A1 ( Qualité moyenne supérieure ) par l'agence de notation Moody's.

L'Obligation émise par Intelco ( Etas-Unis ) , en USD, avec le code ISIN US458140AN04, a été notée A+ ( Qualité moyenne supérieure ) par l'agence de notation Standard & Poor's ( S&P ).

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424B2 1 a2212074z424b2.htm 424B2
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TABLE OF CONTENTS
TABLE OF CONTENTS
Filed Pursuant to Rule 424(b)(2)
Registration File No. 333-185253
CALCULATION OF REGISTRATION FEE

Proposed Maximum
Proposed Maximum
Amount of
Title of Each Class of
Amount To Be
Offering Price
Aggregate
Registration
Securities To Be Registered

Registered

Per Unit

Offering Price

Fee(1)(2)

1.350% Notes due 2017

$3,000,000,000
99.894%

$2,996,820,000
$408,766

2.700% Notes due 2022

$1,500,000,000
99.573%

$1,493,595,000
$203,726

4.000% Notes due 2032

$750,000,000
99.115%

$743,362,500
$101,395

4.250% Notes due 2042

$750,000,000
99.747%

$748,102,500
$102,041

(1)
Calculated in accordance with Rule 457(r) of the Securities Act of 1933, as amended. The total registration fee due for this offering
is $815,928.
(2)
Paid herewith.
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Table of Contents
Prospectus Supplement
(To Prospectus dated December 4, 2012)
$6,000,000,000
$3,000,000,000 1.350% Senior Notes due 2017
$1,500,000,000 2.700% Senior Notes due 2022
$750,000,000 4.000% Senior Notes due 2032
$750,000,000 4.250% Senior Notes due 2042
We are offering $3,000,000,000 of our 1.350% Senior Notes due 2017 (the "2017 notes"), $1,500,000,000 of our $2.700% Senior
Notes due 2022 (the "2022 notes"), $750,000,000 of our 4.000% Senior Notes due 2032 (the "2032 notes") and $750,000,000 of our
4.250% Senior Notes due 2042 (the "2042 notes" and, together with the 2017 notes, the 2022 notes and the 2032 notes, the "notes").
The 2017 notes will bear interest at a rate of 1.350% per annum, the 2022 notes will bear interest at a rate of 2.700% per annum, the
2032 notes will bear interest at a rate of 4.000% per annum and the 2042 notes will bear interest at a rate of 4.250% per annum. We will
pay interest semi-annually on the notes on June 15 and December 15 of each year, beginning on June 15, 2013. Interest on the notes will
accrue from December 11, 2012. The 2017 notes will mature on December 15, 2017, the 2022 notes will mature on December 15, 2022,
the 2032 notes will mature on December 15, 2032 and the 2042 notes will mature on December 15, 2042.
We may redeem some or all of the notes at any time or from time to time at the make-whole premium redemption prices set forth under
the heading "Description of Notes--Optional Redemption" on page S-12 of this prospectus supplement.
The notes will be our senior unsecured obligations and will rank equally with our other senior unsecured indebtedness. There is no
sinking fund for the notes. The notes are not and will not be listed on any securities exchange.
Investing in these securities involves certain risks. See "Risk Factors" beginning on page S-4 of this
prospectus supplement.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the notes or
determined that this prospectus supplement or the accompanying prospectus is accurate or complete. Any representation to the contrary is a
criminal offense.
Proceeds to
Public
Intel Corporation

offering price(1)

Underwriting discounts

(before expenses)(1)(2)

Per 2017 note

99.894%
0.225%

2017
notes
total
$
2,996,820,000 $
6,750,000 $
2,990,070,000
Per 2022 note

99.573%
0.375%

2022
notes
total
$
1,493,595,000 $
5,625,000 $
1,487,970,000
Per 2032 note

99.115%
0.600%

2032
notes
total
$
743,362,500 $
4,500,000 $
738,862,500
Per 2042 note

99.747%
0.750%

2042
notes
total
$
748,102,500 $
5,625,000 $
742,477,500

Total
$
5,981,880,000 $
22,500,000 $
5,959,380,000

(1)
Plus accrued interest, if any, from December 11, 2012.
(2)
The underwriters have agreed to reimburse us for certain of our expenses. See "Underwriting" beginning on
page S-25.
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The underwriters expect to deliver the notes to investors through the book-entry delivery system of The Depository Trust Company for
the accounts of its participants, including Clearstream Banking S.A. and Euroclear Bank S.A./N.V., as operator of the Euroclear System, on
or about December 11, 2012.
Joint Book-Running Managers
BofA Merrill Lynch

J.P. Morgan
Co-Managers
Credit Suisse

Morgan Stanley

Needham & Company
Wells Fargo Securities
December 4, 2012
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We have not, and the underwriters have not, authorized anyone to provide you any information other than that contained or
incorporated by reference in this prospectus supplement, the accompanying prospectus or in any free writing prospectus prepared
by or on behalf of us or to which we have referred you. Neither we nor the underwriters take any responsibility for, or can provide
any assurance as to the reliability of, any other information that others may give you. If information in this prospectus supplement is
inconsistent with the accompanying prospectus, you should rely on this prospectus supplement. We are not, and the underwriters are
not, making an offer of these securities in any jurisdiction where the offer or sale is not permitted. You should not assume that the
information provided in this prospectus supplement, the accompanying prospectus or the documents incorporated by reference in
this prospectus supplement and in the accompanying prospectus is accurate as of any date other than their respective dates. Our
business, financial condition, results of operations and prospects may have changed since those dates.
Unless otherwise indicated or required by the context, as used in this prospectus supplement, the terms "we," "our," "us" and "Intel"
refer to Intel Corporation and its consolidated subsidiaries.
TABLE OF CONTENTS
PROSPECTUS SUPPLEMENT

About This Prospectus Supplement
S-ii

Where You Can Find More Information
S-ii

Information Incorporated by Reference
S-iii

Forward-Looking Statements
S-iv

Prospectus Supplement Summary
S-1

Risk Factors
S-4

Use of Proceeds
S-7

Capitalization
S-8

Description of Notes
S-10

Material U.S. Federal Income Tax Considerations
S-20

Underwriting
S-25

Validity of the Notes
S-29

Experts
S-29
PROSPECTUS

About This Prospectus
2

The Company
3

Use of Proceeds
3

Ratio of Earnings to Fixed Charges
3

Description of Debt Securities
4
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Description of Capital Stock
10

Description of Other Securities
10

Plan of Distribution
11

Selling Securityholders
13

Legal Matters
13

Experts
13

Where You Can Find More Information
13

Incorporation of Certain Documents By Reference
13
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Table of Contents
ABOUT THIS PROSPECTUS SUPPLEMENT
This document is in two parts. The first part is this prospectus supplement, which describes the specific terms of this offering of the
notes and also adds to and updates information contained in the accompanying prospectus and the documents incorporated by reference into
this prospectus supplement and the accompanying prospectus. The second part, the accompanying prospectus, gives more general
information about us and the securities we may offer from time to time under our shelf registration statement, some of which may not apply
to this offering of the notes. If the description of the debt securities we may offer in the accompanying prospectus is different from the
description of this offering of the notes in this prospectus supplement, you should rely on the information contained in this prospectus
supplement.
You should read this prospectus supplement, the accompanying prospectus and any free writing prospectus to which we have referred
you, the documents incorporated by reference into this prospectus supplement and the accompanying prospectus, and the additional
information described under "Where You Can Find More Information" and "Information Incorporated by Reference" in this prospectus
supplement before deciding whether to invest in the notes offered by this prospectus supplement.
You should not consider any information in this prospectus supplement, the accompanying prospectus or any free writing prospectus to
which we have referred you to be investment, legal or tax advice. You should consult your own counsel, accountants and other advisers for
legal, tax, business, financial and related advice regarding the purchase of any of the notes offered by this prospectus supplement.
WHERE YOU CAN FIND MORE INFORMATION
We file annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statements and information
statements and amendments to reports filed or furnished pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange Act"),
with the Securities and Exchange Commission (the "SEC"). You may read and copy any materials we file at the SEC's Public Reference
Room at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at 1-888-SEC-0330 for further information about the Public
Reference Room. The SEC also maintains an internet website at www.sec.gov that contains periodic and current reports, proxy and
information statements, and other information regarding registrants that file electronically with the SEC. Copies of our periodic reports,
current reports and proxy statements may be obtained, free of charge, on our website at www.intc.com. This reference to our Internet
address is for informational purposes only and shall not, under any circumstances, be deemed to incorporate the information available at or
through such Internet address into this prospectus supplement.
This prospectus supplement is part of a registration statement that we filed with the SEC, using a "shelf" registration process under the
Securities Act of 1933, as amended (the "Securities Act"), relating to the securities to be offered. This prospectus supplement does not
contain all of the information set forth in the registration statement, certain parts of which are omitted in accordance with the rules and
regulations of the SEC. For further information with respect to Intel Corporation and the notes offered by this prospectus supplement,
reference is hereby made to the registration statement. The registration statement, including the exhibits thereto, may be inspected at the
Public Reference Room maintained by the SEC at the address set forth above or may be obtained at the SEC's website set forth above.
Statements contained herein concerning any document filed as an exhibit are not necessarily complete, and, in each instance, reference is
made to the copy of such document filed as an exhibit to the registration statement. Each such statement is qualified in its entirety by such
reference.
S-ii
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INFORMATION INCORPORATED BY REFERENCE
The rules of the SEC allow us to incorporate by reference information into this prospectus supplement. The information incorporated
by reference is considered to be a part of this prospectus supplement, and information that we file later with the SEC will automatically
update and supersede this information. This prospectus supplement incorporates by reference the documents listed below (other than
portions of these documents that are either (1) described in paragraphs (d)(1), (d)(2), (d)(3) or (e)(5) of Item 407 of Regulation S-K
promulgated by the SEC or (2) furnished under applicable SEC rules rather than filed and exhibits furnished in connection with such items):
·
Our Annual Report on Form 10-K for the fiscal year ended December 31, 2011, filed with the SEC on February 23, 2012
(including the portions of our Definitive Proxy Statement on Schedule 14A, filed with the SEC on April 4, 2012);
·
Our Quarterly Reports on Form 10-Q for the fiscal quarters ended March 31, 2012, June 30, 2012 and September 29, 2012,
filed with the SEC on May 4, 2012, August 1, 2012 and October 31, 2012, respectively; and
·
Our Current Reports on Form 8-K, filed with the SEC on January 20, 2012, May 22, 2012, November 19, 2012 (with
respect to Item 5.02) and December 4, 2012.
All reports and other documents subsequently filed by us pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act after the
date of this prospectus supplement and prior to the termination of this offering will be deemed to be incorporated by reference in this
prospectus supplement and to be part hereof from the date of filing of such reports and other documents. However, we are not incorporating
by reference (i) any information provided in these documents that is described in paragraph (d)(1), (d)(2), (d)(3) or (e)(5) of Item 407 of
Regulation S-K promulgated by the SEC or furnished under applicable SEC rules rather than filed and exhibits furnished in connection with
such items, including information furnished under items 2.02 or 7.01 of Form 8-K, or (ii) any Form SD, unless, in either case, otherwise
specified in such current report, or in such form or in a particular prospectus supplement.
Any statement made in this prospectus supplement, the accompanying prospectus or in a document incorporated by reference in this
prospectus supplement will be deemed to be modified or superseded for purposes of this prospectus supplement to the extent that a
statement contained in this prospectus supplement or in any other subsequently filed document that is also incorporated by reference in this
prospectus supplement modifies or supersedes that statement. Any statement so modified or superseded will not be deemed, except as so
modified or superseded, to constitute a part of this prospectus supplement.
You may obtain copies of any of these filings from us as described below, through the SEC or through the SEC's internet website as
described above. Documents incorporated by reference are available without charge, excluding all exhibits unless an exhibit has been
specifically incorporated by reference into this prospectus supplement, by requesting them from our Investor Relations department, at the
following address:
Investor Relations Manager
2200 Mission College Blvd.
M/S RNB4-131
Santa Clara, CA 95054
(800) 298-0146
www.intc.com
S-iii
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FORWARD-LOOKING STATEMENTS
This prospectus supplement and the accompanying prospectus, including the documents incorporated by reference herein or therein,
include forward-looking statements within the meaning of Section 27A of the Securities Act, and Section 21E of the Exchange Act. These
forward-looking statements include all statements other than statements of historical facts contained in this prospectus supplement, the
accompanying prospectus and the documents incorporated by reference herein or therein. Words such as "expects," "goals," "plans,"
"believes," "continues," "may," "will," and variations of such words and similar expressions are intended to identify such forward-looking
statements. In addition, any statements that refer to projections of our future financial performance, our anticipated growth and trends in our
businesses, and other characterizations of future events or circumstances are forward-looking statements.
We have based these forward-looking statements largely on our current expectations and projections about future events and financial
trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business
operations and objectives, and financial needs. These forward-looking statements could be affected by the uncertainties and risk factors
described throughout this prospectus supplement, the accompanying prospectus and the documents incorporated by reference herein and
therein. We claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act
of 1995 for all forward-looking statements. Our actual results may differ materially, and these forward-looking statements do not reflect the
potential impact of any divestitures, mergers, acquisitions, or other business combinations that had not been completed as of the date of this
prospectus supplement. Any of the following factors may impact our achievement of results:
·
changes in business and economic conditions;
·
revenue and pricing;
·
gross margin and costs;
·
pending legal or regulatory proceedings;
·
our effective tax rate;
·
expenses, particularly certain marketing and compensation expenses;
·
our goals and strategies;
·
new product introductions, and product defects and errata;
·
plans to cultivate new businesses;
·
R&D expenses;
·
divestitures, acquisitions, or similar transactions;
·
net gains (losses) from equity investments;
·
conditions in countries where we, our customers or suppliers operate;
·
interest and other, net;
·
capital spending;
·
depreciation;
·
charges, such as restructuring or asset impairment charges; and
·
other risks, uncertainties and assumptions included in our periodic reports and in other documents that we file with the SEC.
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This list of factors is not exhaustive, and new factors may emerge or changes to the foregoing factors may occur that would affect our
business. In light of these factors, the forward-looking events and circumstances discussed in this prospectus supplement or the
accompanying prospectus may not occur and actual results could differ materially and adversely from those anticipated or implied in the
forward-looking statements. These statements are based on information available to us on the date hereof, and we assume no obligation to
update any such forward-looking statements.
Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information,
future events or otherwise, except as required by law, you are advised to consult any additional disclosures we make in our Annual Reports
on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the SEC. See "Where You Can Find More
Information" above.
S-v
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