On November 13, 2017, Apple Inc. (“Apple”) consummated the issuance
and sale of $1,000,000,000 aggregate principal amount of Apple’s 1.800% Notes due 2019 (the “2019 Notes”), $1,000,000,000 aggregate principal amount of Apple’s 2.000% Notes due 2020 (the “2020 Notes”), $750,000,000
aggregate principal amount of Apple’s 2.400% Notes due 2023 (the “2023 Notes”), $1,500,000,000 aggregate principal amount of Apple’s 2.750% Notes due 2025 (the “2025 Notes”), $1,500,000,000 aggregate principal amount of
Apple’s 3.000% Notes due 2027 (the “2027 Notes”) and $1,250,000,000 aggregate principal amount of Apple’s 3.750% Notes due 2047 (the “2047 Notes” and, together with the 2019 Notes, 2020 Notes, 2023 Notes, the 2025 Notes
and the 2027 Notes, the “Notes”), pursuant to an underwriting agreement (the “Underwriting Agreement”) dated November 6, 2017 among Apple and Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Merrill Lynch,
Pierce, Fenner & Smith Incorporated, as representatives of the several underwriters 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 officer’s certificate, dated November 13, 2017 (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 April 28, 2016 (Reg.
No. 333-210983)
(the
“Registration Statement”).
Interest on the 2019 Notes, the 2020 Notes, the 2027 Notes and the 2047 Notes will be paid semi-annually in
arrears on May 13 and November 13 of each year, beginning on May 13, 2018. Interest on the 2023 Notes and the 2025 Notes will be paid semi-annually in arrears on January 13 and July 13 of each year, beginning on
July 13, 2018.
The 2019 Notes will mature on November 13, 2019. The 2020 Notes will mature on November 13, 2020. The 2023 Notes will
mature on January 13, 2023. The 2025 Notes will mature on January 13, 2025. The 2027 Notes will mature on November 13, 2027. The 2047 Notes will mature on November 13, 2047.
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 4.7, respectively, and they are incorporated herein by reference. The Indenture is filed as Exhibit 4.1 to Apple’s Registration Statement on Form
S-3
filed with the Securities and Exchange
Commission on April 29, 2013 (Reg.
No. 333-188191).
The computation of Apple’s ratio of earnings to fixed charges is filed as Exhibit 12.1, and is incorporated by reference into 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.