On March 19, 2020, The Walt Disney Company (the “Company”) entered into an Underwriting Agreement with BofA Securities, Inc., Citigroup Global Markets Inc. and J.P. Morgan Securities LLC, with respect to the offer and sale of $1,750,000,000 aggregate principal amount of its 3.350% Notes due 2025 (the “2025 Notes”), $500,000,000 aggregate principal amount of its 3.700% Notes due 2027 (the “2027 Notes”), $1,250,000,000 aggregate principal amount of its 3.800% Notes due 2030 (the “2030 Notes”), $750,000,000 aggregate principal amount of its 4.625% Notes due 2040 (the “2040 Notes”) and $1,750,000,000 aggregate principal amount of its 4.700% Notes due 2050 (the “2050 Notes” and, collectively with the 2025 Notes, the 2027 Notes, the 2030 Notes and the 2040 Notes, the “Notes”).
The Notes will be issued pursuant to that certain Indenture, dated as of March 20, 2019, between the Company, TWDC Enterprises 18 Corp., as guarantor, and Citibank, N.A., as Trustee. The Notes have been registered under the Securities Act of 1933, as amended (the “Act”) pursuant to a Registration Statement on Form S-3 (No. 333-233595) previously filed with the Securities and Exchange Commission (the “Commission”) under the Act.
Copies of the Underwriting Agreement, the officer’s certificates of the Company establishing the terms of the Notes, the forms of Notes and the opinion of Cravath, Swaine & Moore LLP as to the validity of the Notes and related guarantees are filed as exhibits hereto and incorporated herein by reference. The Company is filing this Current Report on Form 8-K so as to file with the Commission certain items that are to be incorporated by reference into its Registration Statement.