On May 11, 2020, Chevron Corporation (the “Corporation”) issued its 1.141% Notes Due 2023 in the aggregate principal amount of $1,200,000,000 (the “2023 Fixed Rate Notes”), its Floating Rate Notes Due 2023 in the aggregate principal amount of $300,000,000 (the “2023 Floating Rate Notes”), its 1.554% Notes Due 2025 in the aggregate principal amount of $2,500,000,000 (the “2025 Fixed Rate Notes”), its 1.995% Notes Due 2027 in the aggregate principal amount of $1,000,000,000 (the “2027 Fixed Rate Notes”), its 2.236% Notes Due 2030 in the aggregate principal amount of $1,500,000,000 (the “2030 Fixed Rate Notes”), its 2.978% Notes Due 2040 in the aggregate principal amount of $500,000,000 (the “2040 Fixed Rate Notes”) and its 3.078% Notes Due 2050 in the aggregate principal amount of $1,000,000,000 (the “2050 Fixed Rate Notes”, and together with the 2023 Fixed Rate Notes, the 2023 Floating Rate Notes, the 2025 Fixed Rate Notes, the 2027 Fixed Rate Notes, the 2030 Fixed Rate Notes and the 2040 Fixed Rate Notes, the “Notes”). The Notes were issued pursuant to an Indenture, dated as of May 11, 2020 (the “Indenture”), as supplemented by the First Supplemental Indenture, dated as of May 11, 2020 (the “First Supplemental Indenture”), each being between the Corporation and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”).
On May 7, 2020, the Corporation entered into an Underwriting Agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC, Barclays Capital Inc., BofA Securities, Inc. and Citigroup Global Markets Inc., as representatives of the several underwriters named therein (the “Underwriters”), pursuant to which the Corporation agreed to issue and sell the Notes to the Underwriters. The provisions of the Underwriting Agreement are incorporated herein by reference.
The 2023 Fixed Rate Notes and the 2023 Floating Rate Notes will mature on May 11, 2023, the 2025 Fixed Rate Notes will mature on May 11, 2025, the 2027 Fixed Rate Notes will mature on May 11, 2027, the 2030 Fixed Rate Notes will mature on May 11, 2030, the 2040 Fixed Rate Notes will mature on May 11, 2040 and the 2050 Fixed Rate Notes will mature on May 11, 2050.
The Corporation will pay interest on (i) the 2023 Fixed Rate Notes, the 2025 Fixed Rate Notes, the 2027 Fixed Rate Notes, the 2030 Fixed Rate Notes, the 2040 Fixed Rate Notes, and the 2050 Fixed Rate Notes on May 11 and November 11 of each year starting on November 11, 2020, and (ii) the 2023 Floating Rate Notes on February 11, May 11, August 11 and November 11 of each year starting on August 11, 2020. The 2023 Floating Rate Notes will bear interest at a floating rate equal to three-month London Interbank Offered Rate (“LIBOR”) plus 0.90%, subject to the provisions set forth in the Final Prospectus Supplement filed with the Securities and Exchange Commission on May 8, 2020 (Registration No. 333-224637) (the “Final Prospectus Supplement”). The Corporation will have the right to redeem the fixed rate notes in whole or in part at any time prior to maturity at the redemption price described in the Final Prospectus Supplement. The Corporation will not have the right to redeem the 2023 Floating Rate Notes prior to maturity.
The Corporation has filed with the Securities and Exchange Commission a Prospectus dated May 3, 2018 (Registration No. 333-224637), a Preliminary Prospectus Supplement dated May 7, 2020, a Free Writing Prospectus dated May 7, 2020 and the Final Prospectus Supplement dated May 7, 2020 in connection with the public offering of the Notes.
The descriptions of the Underwriting Agreement, the Indenture and the First Supplemental Indenture are qualified in their entirety by the terms of such agreements themselves. Please refer to such agreements, and the forms of the Notes, each of which is incorporated herein by reference and attached to this report as Exhibits 1.1, 4.1, 4.2, and 4.3, respectively.