Alphabet in Inaugural ¥576.5 Billion Offering

Cleary Gottlieb is representing Alphabet Inc. (Alphabet), the parent company of Google LLC (Google) and one of the world’s most valuable public companies, in an SEC-registered offering of ¥576.5 billion aggregate principal amount of Japanese yen-denominated senior notes.

The offering is comprised of ¥135.5 billion in 1.965% senior notes due 2029, ¥200.5 billion in 2.412% senior notes due 2031, ¥123.2 billion in 2.822% senior notes due 2033, ¥64.9 billion in 3.189% senior notes due 2036, ¥19.1 billion in 3.713% senior notes due 2041, ¥9.3 billion in 4.395% senior notes due 2056, and ¥24 billion in 4.599% senior notes due 2066.

Merrill Lynch International, Mizuho Securities USA LLC, and Morgan Stanley & Co. International plc are acting as the underwriters for the offering. The offering is scheduled to close on May 21, 2026, subject to customary closing conditions.

The net proceeds from the offerings will be used for general corporate purposes, which may include the repayment of outstanding debt.

Alphabet is based in Mountain View, California. Cleary has represented Alphabet in numerous prior transactions, dating back to Alphabet’s reorganization in 2015 in which Cleary served as counsel, and most recently in a concurrent €9 billion euro-denominated notes offering and inaugural C$8.5 billion Canadian dollar-denominated notes offering in May 2026.

The Cleary corporate team includes partners Shuangjun Wang and Jeff Karpf and associates Taewan Roh, Xinggang (Frank) Zhang, Omelebele (Bele) Edeoga, Aditi Thakur, Madeline Byers, and Jean Choi. Partner Matthew Brigham and associate Adam Girts advised on tax matters. Partner Daniel Ilan and associates Jaehwan Park and Melissa Faragasso advised on IP matters.