AbbVie Inc. — Capital/Financing Update 2019

Sep 17, 2019

FWP 1 a19-18589_3fwp.htm FWP

*Filed pursuant to Rule 433*

*Dated September 17, 2019*

*Issuer Free Writing Prospectus supplementing the*

*Preliminary Prospectus Supplement dated*

*September 16, 2019 and the*

*Prospectus dated September 13, 2018*

*Registration No. 333-227316*

*AbbVie Inc.*

*Pricing Term Sheet*

*€750,000,000 0.750% Senior Notes due 2027*

*€650,000,000 1.250% Senior Notes due 2031*

*Terms Applicable to Each Series of the Notes*

Issuer:	AbbVie Inc.
Trade Date:	September 17, 2019
Settlement Date:	September 26, 2019 (T+7)
Form of Offering:	SEC Registered (Registration No. 333-227316)
Joint Book-Running Managers:	Morgan Stanley & Co. International plc HSBC Bank plc Merrill Lynch International Barclays Bank PLC (2027 Notes) BNP Paribas (2031 Notes) Citigroup Global Markets Limited (2031 Notes) Deutsche Bank AG, London Branch (2031 Notes) Société Générale (2027 Notes)
Co-Managers:	Banco Santander, S.A. Barclays Bank PLC (2031 Notes) BNP Paribas (2027 Notes) Citigroup Global Markets Limited (2027 Notes) Credit Suisse Securities (Europe) Limited Deutsche Bank AG, London Branch (2027 Notes) DNB Markets, Inc. Lloyds Securities, Inc. Mizuho International plc MUFG Securities EMEA plc RBC Europe Limited Société Générale (2031 Notes) The Williams Capital Group, L.P. U.S. Bancorp Investments, Inc. Wells Fargo Securities, LLC
Redemption for Tax Reasons:	The Issuer may redeem each series of notes at its option in whole, but not in part, if the tax laws of the United States (or any taxing authority in the United States) change and it becomes obligated to pay additional amounts on the notes. This redemption would be at 100% of the principal amount, together with accrued and unpaid interest on the notes of such series to the date fixed for redemption.
Denominations:	€100,000 and integral multiples of €1,000 in excess thereof
Day Count Convention:	ACTUAL / ACTUAL (ICMA)
Listing:	Application will be made to list the notes on the New York Stock Exchange.
Clearing and Settlement:	Euroclear / Clearstream
Stabilization:	Stabilization / FCA

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Target Market: MiFID II eligible counterparties and professional clients only (all distribution channels). No PRIIPs key information document (KID) has been prepared.

*Terms applicable to 0.750% Senior Notes due 2027*

Aggregate Principal Amount:	€750,000,000
Final Maturity Date:	November 18, 2027
Interest Payment Dates:	Annually on November 18 of each year beginning November 18, 2019
Issue Price:	99.490%, plus accrued and unpaid interest, if any, from September 26, 2019
Benchmark Bund:	DBR 0.500% due August 15, 2027
Benchmark Bund Price and Yield:	109.01 / -0.609%
Spread to Benchmark Bund:	+142.4 bps
Mid-swap Yield:	-0.185%
Spread to Mid-swap:	+100 bps
Yield to Maturity:	0.8150%
Coupon:	0.750%
Make-Whole Call:	+25 bps
Par Call:	On or after August 18, 2027
CUSIP / ISIN / Common Code:	ZR6553955 / XS2055646918 / 10000223671

*Terms applicable to 1.250% Senior Notes due 2031*

Aggregate Principal Amount:	€650,000,000
Final Maturity Date:	November 18, 2031
Interest Payment Dates:	Annually on November 18 of each year beginning November 18, 2019
Issue Price:	99.844%, plus accrued and unpaid interest, if any, from September 26, 2019
Benchmark Bund:	DBR 0.000% due August 15, 2029
Benchmark Bund Price and Yield:	104.780 / -0.470%
Spread to Benchmark Bund:	+173.4 bps
Mid-swap Yield:	0.064%
Spread to Mid-swap:	+120 bps
Yield to Maturity:	1.2640%
Coupon:	1.250%
Make-Whole Call:	+30 bps
Par Call:	On or after August 18, 2031
CUSIP / ISIN / Common Code:	ZR6553963 / XS2055647213 / 10000223673

*The Issuer has filed a registration statement (including a preliminary prospectus supplement and an accompanying prospectus) with the Securities and Exchange Commission (“SEC”) for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents that the Issuer has filed with the SEC, including the preliminary prospectus supplement, for more complete information about the Issuer and this offering. You may get these documents for free by visiting the SEC website at www.sec.gov. Alternatively, the Issuer, any underwriter or any dealer participating in the offering will arrange to send you the preliminary prospectus supplement and the accompanying prospectus if you request it by contacting Morgan Stanley & Co. International plc toll-free at 1-866-718-1649; HSBC Bank plc toll-free at 1-866-811-8049; or Merrill Lynch International toll-free at 1-800-294-1322.*

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*The Issuer expects to deliver the notes against payment for the notes on the seventh London business day following the date of the pricing of the notes (“T+7”). Under Rule 15c6-1 of the Exchange Act, trades in the secondary market generally are required to settle in two business days, unless the parties to a trade expressly agree otherwise. Accordingly, purchasers who wish to trade Notes on the date of pricing or the next four succeeding business days will be required, by virtue of the fact that the Notes initially will settle in T+7, to specify alternative settlement arrangements to prevent a failed settlement.*

*Terms used but not defined herein shall have the meanings ascribed thereto in the Issuer’s preliminary prospectus supplement, dated September 16, 2019, to the Issuer’s prospectus, dated September 13, 2018.*

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