Exhibit 5.1
August 5, 2022
Intel Corporation
2200 Mission College Boulevard
Santa Clara, California 95054
Registration Statement on Form S-3 (File No. 333-252340)
Ladies and Gentlemen:
We have examined the Registration Statement on Form S-3, File No. 333-252340, of Intel Corporation, a Delaware corporation (the “Company”), filed with the Securities and Exchange Commission (the “Commission”) pursuant to Rule 462 under the Securities Act of 1933, as amended (the “Securities Act”), on January 22, 2021 (the “Registration Statement”), the preliminary prospectus supplement related thereto dated August 2, 2022 in the form filed with the Commission pursuant to Rule 424(b) under the Securities Act on August 2, 2022, the final pricing term sheet dated August 2, 2022 in the form filed with the Commission pursuant to Rule 433 under the Securities Act on August 2, 2022, and the final prospectus supplement dated August 2, 2022 in the form filed with the Commission pursuant to Rule 424(b) under the Securities Act on August 3, 2022 in connection with the offering and sale by the Company of $1,250,000,000 aggregate principal amount of 3.750% Senior Notes due 2027, $850,000,000 aggregate principal amount of 4.000% Senior Notes due 2029, $1,250,000,000 aggregate principal amount of 4.150% Senior Notes due 2032, $1,750,000,000 aggregate principal amount of 4.900% Senior Notes due 2052 and $900,000,000 aggregate principal amount of 5.050% Senior Notes due 2062 (collectively, the “Notes”). The Notes are being issued pursuant to an indenture dated as of March 29, 2006, as supplemented by the first supplemental indenture dated as of December 3, 2007 (together, the “Base Indenture”) between the Company and Computershare Trust Company, National Association (as successor to Wells Fargo Bank, National Association), as successor trustee (the “Trustee”), together with the eighteenth supplemental indenture dated as of August 5, 2022 with respect to the Notes (the “Eighteenth Supplemental Indenture” and, together with the Base Indenture, the “Indenture”). In connection with the issuance of the Notes, the Company has entered into an Underwriting Agreement, dated as of August 2, 2022 (the “Underwriting Agreement”), between the Company and the representatives of the several underwriters named therein (the “Underwriters”).