EX-FILING FEES 2 tm243984d6_ex-filingfees.htm EX-FILING FEES

 

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.