Current Report Filing (8-k)
March 03 2017 - 4:40PM
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
February 14, 2017
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 March 3, 2017 Apple Inc. (Apple) consummated the issuance and sale of $1,000,000,000 aggregate principal amount of its 4.300% Notes
due 2047 (the Notes), pursuant to a subscription agreement dated February 14, 2017, by and between Apple and Deutsche Bank AG, Taipei Branch, as the lead manager.
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 March 3, 2017 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 March 3 and September 3 of each year, beginning on September 3, 2017 and on the
maturity date of March 3, 2047.
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, 4.1 and 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 Apples
Current Report on Form 8-K filed with the Securities and Exchange Commission on February 9, 2017.
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 February 14, 2017, by and between Apple Inc. and Deutsche Bank AG, Taipei Branch, as lead manager
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4.1
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Officers Certificate of Apple Inc., dated March 3, 2017
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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 Hogan Lovells US LLP
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23.1
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Consent of Hogan Lovells US 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: March 3, 2017
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Apple Inc.
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By:
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/s/ Luca Maestri
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Luca Maestri
Senior Vice President,
Chief Financial Officer
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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 February 14, 2017, by and between Apple Inc. and Deutsche Bank AG, Taipei Branch, as lead manager
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4.1
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Officers Certificate of Apple Inc., dated March 3, 2017
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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 Hogan Lovells US LLP
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23.1
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Consent of Hogan Lovells US LLP (included in the opinion filed as Exhibit 5.1)
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