EX-FILING FEES
Calculation of Filing Fee Tables
424(b)(5)1
(Form Type)
International Business Machines Corporation
IBM International Capital Pte. Ltd.
(Exact Name of Registrant as Specified in their respective Charters)
Table 1: Newly Registered and Carry Forward Securities
Security Type | Security Class Title | Fee Calculation or Carry Forward Rule | Amount Registered | Proposed Maximum Offering Price Per Unit | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee | Carry Forward Form Type | Carry Forward File Number | Carry Forward Initial Effective Date | Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward | |
Newly Registered Securities | ||||||||||||
Fees to Be Paid | ||||||||||||
Debt | 4.700% Notes due 2026 | 457(r) | $600,000,000 | 99.876% | $599,256,000 | .00014760 | $88,450.19 | |||||
Debt | 4.600% Notes due 2027 | 457(r) | $500,000,000 | 99.842% | $499,210,000 | .00014760 | $73,683.40 | |||||
Debt | 4.600% Notes due 2029 | 457(r) | $500,000,000 | 99.854% | $499,270,000 | .00014760 | $73,692.25 |
1 Final Prospectus Supplement
Debt | 4.750% Notes due 2031 | 457(r) | $500,000,000 | 99.770% | $498,850,000 | .00014760 | $73,630.26 | |||||
Debt | 4.900% Notes due 2034 | 457(r) | $1,000,000,000 | 99.750% | $997,500,000 | .00014760 | $147,231.00 | |||||
Debt | 5.250% Notes due 2044 | 457(r) | $1,000,000,000 | 99.596% | $995,960,000 | .00014760 | $147,003.70 | |||||
Debt | 5.300% Notes due 2054 | 457(r) | $1,400,000,000 | 99.435% | $1,392,090,000 | .00014760 | $205,472.48 | |||||
Other | Guarantee of IBM (1) | 457(n) | N/A | N/A | N/A | N/A | N/A | |||||
Fees Previously Paid (2) | ||||||||||||
Total Offering Amounts | $5,482,136,000 | $809,163.27 | ||||||||||
Total Fees Previously Paid | $0 | |||||||||||
Total Fee Offsets | $443,711.11 | |||||||||||
Net Fee Due | $365,452.16(2) |
(1) | International Business Machines Corporation (IBM) will fully and unconditionally guarantee the notes issued by IBM International Capital Pte. Ltd. Pursuant to Rule 457(n) under the Securities Act of 1933, as amended (the Securities Act), no separate registration fee is required with respect to such guarantee. |
(2) | A registration fee in the amount of $443,711.11 was previously paid (the 2024 IBM Shelf Registration Statement Previously Paid Fees) by the registrants in connection with the automatic shelf Registration Statement on Form S-3ASR (Registration Nos. 333- 276739, 333- 276739-01 and 333- 276739-02) filed on January 29, 2024 (the 2024 IBM Shelf Registration Statement). The 2024 IBM Shelf Registration Statement became effective on January 29, 2024. As detailed in the filing fees exhibit to the 2024 IBM Shelf Registration Statement, the 2024 IBM Shelf Registration Statement Previously Paid Fees were the result of the registrants’ application of $443,711.11 of unused registration fees previously paid in connection with the automatic shelf Registration Statement on Form S-3ASR (Registration No. 333-262911) filed on February 22, 2022 (the 2022 IBM Shelf Registration Statement). The registrants have applied $0 of the 2024 IBM Shelf Registration Statement Previously Paid Fees to any amounts due prior to the filing of this prospectus supplement. As such, $443,711.11 of the 2024 IBM Shelf Registration Statement Previously Paid Fees remains unused and is being applied towards the registration fee for the securities offered herein. Accordingly, the registration fee owed in connection with this prospectus supplement is $365,452.16 and the amount of the 2024 IBM Shelf Registration Statement Previously Paid Fees after such application is $0. |
Table 2: Fee Offset Claims and Sources
Registrant or Filer Name | Form or Filing Type | File Number | Initial Filing Date | Filing Date | Fee Offset Claimed (3) | Security Type Associated with Fee Offset Claimed | Security Title Associated with Fee Offset Claimed | Unsold Securities Associated with Fee Offset Claimed | Unsold Aggregate Offering Amount Associated with Fee Offset Claimed | Fee Paid with Fee Offset Source | |
Rule 457(p) | |||||||||||
Fee Offset Sources | IBM, IBM International Group Capital LLC and IBM International Capital Pte. Ltd. | S-3ASR | 333-276739, 333-276739-01 and 333-276739-02 | January 29, 2024 | $443,711.11 |
(3) | The total of the historical fee offset claims against the registration fees of $1,710,091.24 paid at the time of filing the 2022 IBM Shelf Registration Statement was $1,266,380.13, resulting in $443,711.11 in registration fees paid at the time of filing the 2022 IBM Shelf Registration Statement remaining unused prior to the filing of the 2024 IBM Shelf Registration Statement. Pursuant to Rule 457(p) under the Securities Act, those unused fees were applied as payment of fees payable pursuant to the 2024 IBM Shelf Registration Statement under applicable prospectus supplements. As set forth in footnote (2), the 2024 IBM Shelf Registration Statement Previously Paid Fees are being applied towards the registration fee for the securities offered herein. After the filing of this prospectus supplement, $0 in such registration fees will remain unused. As detailed in the filing fees exhibit to the 2022 IBM Shelf Registration Statement, the 2022 IBM Shelf Registration Statement Previously Paid Fees were the result of the registrant’s application of $1,710,091.24 of unused registration fees previously paid in connection with the Registration Statement on Form S-3 (Registration No. 333-219724) of IBM Credit LLC, an indirect, wholly owned subsidiary of International Business Machines, filed on August 4, 2017 and declared effective on August 17, 2017, as payment of fees payable pursuant to the 2022 IBM Shelf Registration Statement under applicable prospectus supplements. |