SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): November 28, 2012
COSTCO WHOLESALE CORPORATION
(Exact name of registrant as specified in its charter)
999 Lake Drive
Issaquah, WA 98027
(Address of principal executive offices and zip code)
Registrants telephone number, including area code: 425-313-8100
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
On November 28, 2012, Costco Wholesale Corporation (the Company) entered into an underwriting agreement with J.P. Morgan Securities LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representatives of the underwriters named therein, for the public offering of: $1.2 billion aggregate principal amount of its 0.650% Senior Notes due December 7, 2015; $1.1 billion aggregate principal amount of its 1.125% Senior Notes due December 15, 2017; and $1.2 billion aggregate principal amount of its 1.700% Senior Notes due December 15, 2019 (together, the Senior Notes) under the Companys Shelf Registration Statement on Form S-3 (File No. 333-185166). The Senior Notes are to be issued under a First Supplemental Indenture dated as of March 20, 2002, between the Company and U.S. Bank National Association, as trustee, a supplement to a Senior Debt Securities Indenture dated as of October 26, 2001. The issuance and sale of the Senior Notes is expected to close on December 7, 2012. A copy of the underwriting agreement and forms of the Senior Notes are attached hereto as exhibits and incorporated herein by reference.
(d) Exhibits. The following exhibits are included in this report:
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized, on December 3, 2012.