Current Report Filing (8-k)
June 22 2016 - 4:32PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR
15(d) of The Securities Exchange Act of 1934
June 7, 2016
Date of Report (date of earliest event reported)
Apple Inc.
(Exact name of Registrant as specified in its charter)
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California
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001-36743
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94-2404110
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(State or other jurisdiction
of incorporation)
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(Commission
File
Number)
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(IRS. Employer
Identification No.)
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1 Infinite Loop
Cupertino, California 95014
(Address of principal
executive offices) (Zip Code)
(408) 996-1010
(Registrants telephone number, including area code)
Not applicable
(Former name or former address,
if changed since last report.)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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On June 22, 2016 Apple Inc. (Apple) consummated the issuance and sale of $1,377,000,000 aggregate principal amount of its 4.15% Notes due 2046
(the Notes), pursuant to a subscription agreement dated June 7, 2016 among Apple, and Deutsche Bank AG, Taipei Branch and KGI Securities Co. Ltd., as the managers named therein.
The Notes are being issued pursuant to an indenture, dated as of April 29, 2013 (the Indenture), between Apple and The Bank of New York
Mellon Trust Company, N.A., as trustee, together with the officers certificate dated as of June 22, 2016 issued pursuant to the Indenture establishing the terms of the Notes (the Officers Certificate).
The Notes are being issued pursuant to Apples Registration Statement on Form S-3 filed with the Securities and Exchange Commission on April 28,
2016 (Reg. No. 333-210983) (the Registration Statement).
Interest on the Notes will be payable semi-annually on June 22 and
December 22 of each year, beginning on December 22, 2016 and on the maturity date of June 22, 2046.
The Notes will be Apples senior
unsecured obligations and will rank equally with Apples other unsecured and unsubordinated debt from time to time outstanding.
The foregoing
description of the Notes and related agreements is qualified in its entirety by the terms of the Subscription Agreement, the Indenture and the Officers Certificate (including the form of the Notes). Apple is furnishing the Subscription
Agreement and the Officers Certificate (including the form of the Notes) attached hereto as Exhibits 1.1 and 4.1 through 4.2, respectively, and they are incorporated herein by reference. The Indenture is filed as Exhibit 4.1 to Apples
Registration Statement on Form S-3 filed with the Securities and Exchange Commission on April 29, 2013 (Reg. No. 333-188191). The computation of Apples ratio of earnings to fixed charges is filed as Exhibit 12.1 to the Registration Statement.
Item 9.01
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Financial Statements and Exhibits.
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Exhibit
Number
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Exhibit Description
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1.1
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Subscription Agreement, dated as of June 7, 2016, among Apple Inc. and Deutsche Bank AG, Taipei Branch and KGI Securities Co. Ltd., as managers
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4.1
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Officers Certificate of Apple Inc., dated June 22, 2016
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4.2
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Form of Global Note (included in Exhibit 4.1)
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5.1
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Opinion of Shearman & Sterling LLP
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23.1
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Consent of Shearman & Sterling LLP (included in the opinion filed as Exhibit 5.1)
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SIGNATURE
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.
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Date: June 22, 2016
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Apple Inc.
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By:
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/s/ Gary Wipfler
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Gary Wipfler
Vice President and Corporate Treasurer
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EXHIBIT INDEX
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Exhibit
Number
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Exhibit Description
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1.1
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Subscription Agreement, dated as of June 7, 2016, among Apple Inc. and Deutsche Bank AG, Taipei Branch and KGI Securities Co. Ltd., as managers
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4.1
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Officers Certificate of Apple Inc., dated June 22, 2016
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4.2
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Form of Global Note (included in Exhibit 4.1)
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5.1
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Opinion of Shearman & Sterling LLP
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23.1
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Consent of Shearman & Sterling LLP (included in the opinion filed as Exhibit 5.1)
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