IBM’s $20 Billion Notes Offering

Davis Polk advised the representatives of the underwriters in connection with a public offering by International Business Machines Corporation.

International Business Machines Corporation offerd $1.5 billion aggregate principal amount of its floating-rate notes due 2021, $1.5 billion aggregate principal amount of its 2.800% notes due 2021, $2.75 billion aggregate principal amount of its 2.850% notes due 2022, $3 billion aggregate principal amount of its 3.000% notes due 2024, $3 billion aggregate principal amount of its 3.300% notes due 2026, $3.25 billion aggregate principal amount of its 3.500% notes due 2029, $2 billion aggregate principal amount of its 4.150% notes due 2039 and $3 billion aggregate principal amount of its 4.250% notes due 2049.

IBM intends to use the net proceeds from the offering to finance a portion of its pending acquisition of Red Hat, Inc., a leading global provider of open source software solutions.

BNP Paribas SA, Bank of America Corp., Citigroup Inc., Goldman Sachs Group Inc., JPMorgan Chase & Co., Mizuho Financial Group Inc. and Mitsubishi UFJ Financial Group Inc. acted as underwriters in the deal.

The Davis Polk team included partner John B. Meade (Picture) and associates Yoojin L. Kim and Cameron Adamson. Counsel Ethan R. Goldman and associate Rebecca A. Rosen provided tax advice.

Involved fees earner: Cameron Adamson – Davis Polk & Wardwell; Ethan Goldman – Davis Polk & Wardwell; Yoojin Kim – Davis Polk & Wardwell; John Meade – Davis Polk & Wardwell; Rebecca Rosen – Davis Polk & Wardwell;

Law Firms: Davis Polk & Wardwell;

Clients: Bank of America; BNP Paribas; Citigroup Inc.; Goldman Sachs & Co.; JPMorgan Chase & Co.; Mitsubishi UFJ Financial Group; Mizuho;