IBM (IBM) details C$2.75B Canadian-dollar notes and new underwriting deal
Rhea-AI Filing Summary
International Business Machines Corporation filed a current report to add key debt-offering documents into its existing Form S-3 shelf registration (No. 333-276739, effective January 29, 2024). The filing covers exhibits related to C$2,750,000,000 aggregate principal amount of debt securities (the “Notes”) offered by means of a prospectus supplement.
IBM lists an underwriting agreement dated August 10, 2026 with CIBC World Markets, RBC Dominion Securities, Scotia Capital and TD Securities as representatives of the underwriters, along with forms of a 4.100% Note due 2030 and a 4.750% Note due 2034. It also includes the related legal opinion and consent from a company vice president and assistant general counsel, plus the cover-page Inline XBRL data file.
Positive
- None.
Negative
- None.
8-K Event Classification
Item 9.01 — Financial Statements and Exhibits
1 item
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Aggregate principal amount of Notes: C$2,750,000,000
Coupon rate Note due 2030: 4.100%
Coupon rate Note due 2034: 4.750%
+2 more
5 metrics
Aggregate principal amount of Notes
C$2,750,000,000
Debt securities of the registrant incorporated into Form S-3
Coupon rate Note due 2030
4.100%
Form of 4.100% Note due 2030 filed as Exhibit 4.1
Coupon rate Note due 2034
4.750%
Form of 4.750% Note due 2034 filed as Exhibit 4.2
Shelf registration number
333-276739
Form S-3 effective January 29, 2024
Filing date of underwriting agreement
August 10, 2026
Date of Underwriting Agreement with Canadian underwriters
Key Terms
aggregate principal amount, prospectus supplement, Registration Statement, Underwriting Agreement, +1 more
5 terms
aggregate principal amount financial
"relating to C$2,750,000,000 aggregate principal amount of debt securities"
The aggregate principal amount is the total amount of money borrowed through a bond or loan that the borrower promises to repay. It’s like the original price tag on a loan or bond, showing how much money is involved in the deal. This number matters because it indicates the size of the debt and helps investors understand the scale of the borrowing.
prospectus supplement regulatory
"The Notes were offered by means of a prospectus supplement"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
Registration Statement regulatory
"incorporate by reference into Registration Statement No. 333-276739 on Form S-3"
A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.
Underwriting Agreement financial
"Underwriting Agreement dated August 10, 2026 among International Business Machines"
An underwriting agreement is a contract where a company selling new stocks or bonds hires financial firms to buy those securities and resell them to investors. It matters because the agreement sets the offering price, number of securities, fees and which party bears the risk if sales fall short—think of it as a promise that the sale will happen and a roadmap investors can use to understand how the new securities reach the market.
Inline XBRL technical
"Interactive Data File because its XBRL tags are embedded within the Inline XBRL document"
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.
FAQ
What did IBM (IBM) disclose about new debt securities in this 8-K?
IBM disclosed exhibits related to C$2,750,000,000 aggregate principal amount of debt securities. These Notes were offered via a prospectus supplement and are incorporated by reference into IBM’s existing Form S-3 shelf registration statement effective January 29, 2024.
What specific notes are referenced in IBM (IBM)’s August 10, 2026 filing?
The filing references forms of a 4.100% Note due 2030 and a 4.750% Note due 2034. These instruments are part of the C$2,750,000,000 aggregate principal amount of debt securities, with their forms filed as Exhibits 4.1 and 4.2.
Which underwriters are involved in IBM (IBM)’s C$2.75 billion notes offering?
IBM filed an underwriting agreement with CIBC World Markets Inc., RBC Dominion Securities Inc., Scotia Capital Inc. and TD Securities Inc.. These firms act as the representatives of the underwriters for the C$2,750,000,000 aggregate principal amount of Notes referenced in the report.
How does this 8-K relate to IBM (IBM)’s Form S-3 shelf registration?
The report incorporates specific exhibits into Registration Statement No. 333-276739 on Form S-3, effective January 29, 2024. It adds the underwriting agreement, forms of the 2030 and 2034 notes, and the related legal opinion and consent regarding the Notes.
What legal opinions were filed regarding IBM (IBM)’s new notes?
IBM included an opinion and consent from Jane P. Edwards, Vice President, Assistant General Counsel and Secretary. The opinion (Exhibit 5.1) and consent (Exhibit 23.1) address the C$2,750,000,000 aggregate principal amount of Notes described in the filing.
AI-generated analysis. How Rhea-AI works. Not financial advice.
Filing Exhibits & Attachments
8 documentsOther Documents
- EX-1.1 EXHIBIT 1.1 174.8 KB
- EX-4.1 EXHIBIT 4.1 51.0 KB
- EX-4.2 EXHIBIT 4.2 51.0 KB
- EX-5.1 EXHIBIT 5.1 7.7 KB
- EX-101 XBRL TAXONOMY EXTENSION SCHEMA 9.1 KB
- EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 38.1 KB
- EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 52.7 KB
- EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 36.1 KB