The investment-grade offering comprised seven tranches

Davis Polk advised the representatives of the underwriters in connection with an SEC-registered offering by AbbVie Inc. of $15 billion aggregate principal amount of senior notes in seven series, consisting of $2.25 billion aggregate principal amount of 4.800% senior notes due 2027, $2.5 billion aggregate principal amount of 4.800% senior notes due 2029, $2 billion aggregate principal amount of 4.950% senior notes due 2031, $3 billion aggregate principal amount of 5.050% senior notes due 2034, $750 million aggregate principal amount of 5.350% senior notes due 2044, $3 billion aggregate principal amount of 5.400% senior notes due 2054 and $1.5 billion aggregate principal amount of 5.500% senior notes due 2064. AbbVie expects to use the net proceeds from the offering: (i) to prepay its $5.0 billion 364-day term loan, the proceeds of which were used to fund in part AbbVie’s acquisition of ImmunoGen, Inc., (ii) together with cash on hand, to fund AbbVie’s pending acquisition of Cerevel Therapeutics Holdings, Inc., (iii) to repay outstanding borrowings under AbbVie’s commercial paper program, (iv) to pay fees and expenses in respect of the foregoing and (v) for general corporate purposes.

AbbVie is a global, diversified research-based biopharmaceutical company positioned for success with a comprehensive product portfolio that has leadership positions across immunology, oncology, aesthetics, neuroscience and eye care. AbbVie uses its expertise, dedicated people and unique approach to innovation to develop and market advanced therapies that address some of the world’s most complex and serious diseases.

The Davis Polk capital markets team included partner Richard D. Truesdell Jr. and associate Sarah Greene. The tax team included partner Patrick E. Sigmon and associates Tyler Scheiner and Jenna Battaglia. Partner David R. Bauer and associate Alison T. Chin provided intellectual property advice. Counsel David A. Zilberberg provided environmental advice. All members of the Davis Polk team are based in the New York office.

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