On February 23, 2018, The Boeing Company (the Company) issued
$1,400,000,000 in aggregate principal amount of senior notes (the Notes) consisting of (1) $350,000,000 in aggregate principal amount that bear interest at the rate of 2.800% per annum and will mature on March 1, 2023 (the
2023 Notes), (2) $350,000,000 in aggregate principal amount that bear interest at the rate of 3.250% per annum and will mature on March 1, 2028 (the 2028 Notes), (3) $350,000,000 in aggregate principal amount that bear
interest at the rate of 3.550% per annum and will mature on March 1, 2038 (the 2038 Notes) and (4) $350,000,000 in aggregate principal amount that bear interest at the rate of 3.625% per annum and will mature on March 1, 2048
(the 2048 Notes). Interest on the Notes is payable semiannually in arrears on March 1 and September 1 of each year, beginning on September 1, 2018. The Notes are unsecured and have the same rank as the Companys other
unsecured and unsubordinated debt.
The Notes were issued pursuant to an Indenture dated as of February 1, 2003, between the Company and The Bank of
New York Mellon Trust Company, N.A., as successor trustee to JPMorgan Chase Bank. The sale of the Notes was made pursuant to the terms of a Purchase Agreement (the Purchase Agreement), dated February 21, 2018, by and among the
Company and (a) with respect to the 2023 Notes, Goldman Sachs & Co. LLC, Citigroup Global Markets Inc. and J.P. Morgan Securities LLC, (b) with respect to the 2028 Notes, Goldman Sachs & Co. LLC, Barclays Capital Inc. and
Merrill Lynch, Pierce, Fenner & Smith Incorporated, (c) with respect to the 2038 Notes, Goldman Sachs & Co. LLC, SMBC Nikko Securities America, Inc. and Wells Fargo Securities, LLC and (d) with respect to the 2048 Notes,
Goldman Sachs & Co. LLC, Deutsche Bank Securities Inc. and Mizuho Securities USA LLC, as representatives of the purchasers named therein. The Company may redeem the Notes in whole or in part, upon at least 10 days notice but not more
than 60 days notice, at any time prior to maturity at the applicable redemption price described in the Final Prospectus Supplement dated February 21, 2018, as filed with the Securities and Exchange Commission (the SEC) on
February 22, 2018 (the Final Prospectus Supplement).
The Notes were registered under the Securities Act of 1933, as amended, pursuant to
the Companys Registration Statement on Form
S-3
(Registration
No. 333-219630),
as filed with the SEC on August 2, 2017. The Company has filed with the
SEC a Prospectus dated August 2, 2017, a Preliminary Prospectus Supplement dated February 21, 2018, a Free Writing Prospectus dated February 21, 2018, and the Final Prospectus Supplement in connection with the public offering of the
Notes.
The above description of the Purchase Agreement is qualified in its entirety by reference to the Purchase Agreement, a copy of which is filed as
Exhibit 1.1 hereto and is incorporated herein by reference. Kirkland & Ellis LLP has issued an opinion, dated February 23, 2018, to the Company regarding certain legal matters with respect to the offering of the Notes, a copy of which
is filed as Exhibit 5.1 hereto.