On May 11, 2020, The Walt Disney Company (the “Company”) entered into an Underwriting Agreement with BNP Paribas Securities Corp., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC, with respect to the offer and sale of $1,500,000,000 aggregate principal amount of its 1.750% Notes due 2026 (the “2026 Notes”), $1,000,000,000 aggregate principal amount of its 2.200% Notes due 2028 (the “2028 Notes”), $2,500,000,000 aggregate principal amount of its 2.650% Notes due 2031 (the “2031 Notes”), $1,750,000,000 aggregate principal amount of its 3.500% Notes due 2040 (the “2040 Notes”), $2,750,000,000 aggregate principal amount of its 3.600% Notes due 2051 (the “2051 Notes”) and $1,500,000,000 aggregate principal amount of its 3.800% Notes due 2060 (the “2060 Notes” and, collectively with the 2026 Notes, the 2028 Notes, the 2031 Notes, the 2040 Notes and the 2051 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.