On May 11, 2020, Apple Inc. (“Apple”) consummated the issuance and sale of $2,000,000,000 aggregate principal amount of its 0.750% Notes due 2023 (the “2023 Notes”), $2,250,000,000 aggregate principal amount of its 1.125% Notes due 2025 (the “2025 Notes”), $1,750,000,000 aggregate principal amount of its 1.650% Notes due 2030 (the “2030 Notes”) and $2,500,000,000 aggregate principal amount of its 2.650% Notes due 2050 (the “2050 Notes” and, together with the 2023 Notes, the 2025 Notes and the 2030 Notes, the “Notes”), pursuant to an underwriting agreement (the “Underwriting Agreement”) dated May 4, 2020 among Apple and Goldman Sachs & Co. LLC, BofA Securities, Inc., J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC, as representatives of the several underwriters named therein.
The Notes are being issued pursuant to an indenture, dated as of November 5, 2018 (the “Indenture”), between Apple and The Bank of New York Mellon Trust Company, N.A., as trustee, together with the officer’s certificate, dated May 11, 2020 (the “Officer’s Certificate”), issued pursuant to the Indenture establishing the terms of each series of Notes.
The Notes are being issued pursuant to Apple’s Registration Statement on Form S-3 filed with the Securities and Exchange Commission on November 5, 2018 (Reg. No. 333-228159) (the “Registration Statement”).
Interest on the Notes will be paid semi-annually in arrears on May 11 and November 11 of each year, beginning on November 11, 2020.
The 2023 Notes will mature on May 11, 2023. The 2025 Notes will mature on May 11, 2025. The 2030 Notes will mature on May 11, 2030. The 2050 Notes will mature on May 11, 2050.
The Notes will be Apple’s senior unsecured obligations and will rank equally with Apple’s 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 Underwriting Agreement, the Indenture and the Officer’s Certificate (including the forms of the Notes). Apple is furnishing the Underwriting Agreement and the Officer’s Certificate (including the forms of the Notes) attached hereto as Exhibits 1.1 and 4.1 through 4.5, respectively, and they are incorporated herein by reference. The Indenture is filed as Exhibit 4.1 to the Registration Statement. An opinion regarding the legality of the Notes is filed as Exhibit 5.1, and is incorporated by reference into the Registration Statement; and a consent relating to the incorporation of such opinion is incorporated by reference into the Registration Statement and is filed as Exhibit 23.1 by reference to its inclusion within Exhibit 5.1.