Obligation Gilead Biosciences Inc 2.05% ( US375558AV54 ) en USD

Gilead Biosciences Inc

99.993 % ▼

Etas-Unis

US375558AV54 ( en USD )

2.05% par an ( paiement semestriel )

31/03/2019 - Obligation échue

Prospectus brochure de l'obligation Gilead Sciences Inc US375558AV54 en USD 2.05%, échue

2 000 USD

500 000 000 USD

375558AV5

Gilead Sciences est une société biopharmaceutique mondiale spécialisée dans la découverte, le développement et la commercialisation de traitements contre des maladies graves, notamment le VIH, l'hépatite et le cancer.

L'Obligation émise par Gilead Biosciences Inc ( Etas-Unis ) , en USD, avec le code ISIN US375558AV54, paye un coupon de 2.05% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 31/03/2019

2020/4/6
424B5
Table of Contents
Filed Pursuant to Rule 424(b)(5)
Registration Statement No 333-194298
CALCULATION OF REGISTRATION FEE

Proposed Maximum Proposed Maximum
Amount Of
Title of Each Class of Securities
Amount To be
Offering Price Per Aggregate Offering
Registration
To Be Registered

Registered

Unit

Price

Fee (1)
2.050% Senior Notes due 2019
$500,000,000
99.827%

$499,135,000
3.700% Senior Notes due 2024
$1,750,000,000
99.839%
$1,747,182,500
4.800% Senior Notes due 2044
$1,750,000,000
99.806%
$1,746,605,000
Total

$3,992,922,500 $514,288.42

file:///U:/Marco/BBG/d684612d424b5.htm.html
1/62

2020/4/6
424B5
Table of Contents
Prospectus Supplement
(To Prospectus dated March 4, 2014)

Gilead Sciences, Inc.
$4,000,000,000
$500,000,000 2.050% Senior Notes due 2019
$1,750,000,000 3.700% Senior Notes due 2024
$1,750,000,000 4.800% Senior Notes due 2044

We are offering $500,000,000 aggregate principal amount of 2.050% Senior Notes due 2019 (the "2019 notes"), $1,750,000,000
aggregate principal amount of 3.700% Senior Notes due 2024 (the "2024 notes") and $1,750,000,000 aggregate principal amount of
4.800% Senior Notes due 2044 (the "2044 notes," and together with the 2019 notes and the 2024 notes, the "notes"). We will pay
interest on the notes on April 1 and October 1 of each year, commencing on October 1, 2014.
We may redeem some or all of the notes of any series at any time and from time to time at the applicable redemption price
described under "Description of the Notes--Optional Redemption." If a change of control triggering event as described in this
prospectus supplement under the heading "Description of the Notes--Change of Control" occurs, we will be required to offer to
purchase the notes from the holders.
The notes will be our senior unsecured obligations and will rank equally with all our other unsecured obligations from time to
time outstanding.
The notes will not be listed on any securities exchange. There currently are no public markets for the notes.

See "Risk Factors" beginning on page S-8 of this prospectus supplement to read about certain risks you should consider
before investing in the notes.

Proceeds to us,

Public Offering Price(1)
Underwriting Discount(2)
(before expenses)(1)
Per 2019 Note

99.827%

0.350%

99.477%
Per 2024 Note

99.839%

0.450%

99.389%
Per 2044 Note

99.806%

0.875%

98.931%
Total

$
3,992,922,500
$
24,937,500
$
3,967,985,000
(1) Plus accrued interest, if any, from March 7, 2014, if settlement occurs after that date.
(2) See "Underwriting" for a description of the compensation payable to the underwriters.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of
these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any
representation to the contrary is a criminal offense.
The notes will be delivered in book-entry form only through the facilities of The Depository Trust Company for the accounts of
its participants, including Euroclear Bank S.A./N.V., as operator of the Euroclear System, and Clearstream Banking, société anonyme,
on or about March 7, 2014.
Joint Book-Running Managers

BofA Merrill Lynch

J.P. Morgan
Goldman, Sachs & Co.

Wells Fargo Securities
Co-Managers

Barclays

HSBC

Mitsubishi UFJ Securities

Mizuho Securities
RBC Capital Markets

SMBC Nikko

US Bancorp

Morgan Stanley
March 4, 2014
file:///U:/Marco/BBG/d684612d424b5.htm.html
2/62

2020/4/6
424B5
Table of Contents
TABLE OF CONTENTS
Prospectus Supplement

Page
ABOUT THIS PROSPECTUS SUPPLEMENT
S-i
WHERE YOU CAN FIND MORE INFORMATION
S-ii
SUMMARY
S-1
RISK FACTORS
S-8
FORWARD-LOOKING STATEMENTS
S-11
USE OF PROCEEDS
S-12
CAPITALIZATION
S-13
DESCRIPTION OF THE NOTES
S-14
UNITED STATES FEDERAL INCOME TAX CONSIDERATIONS FOR NON-U.S. HOLDERS
S-27
UNDERWRITING
S-30
LEGAL MATTERS
S-33
EXPERTS
S-33
Prospectus
ABOUT THIS PROSPECTUS
ii
WHERE YOU CAN FIND MORE INFORMATION
ii
FORWARD-LOOKING STATEMENTS
iii
GILEAD SCIENCES, INC.
1
RISK FACTORS
1
USE OF PROCEEDS
1
RATIO OF EARNINGS TO FIXED CHARGES
1
DESCRIPTION OF SECURITIES
2
DESCRIPTION OF DEBT SECURITIES
2
DESCRIPTION OF CAPITAL STOCK
12
DESCRIPTION OF WARRANTS
14
DESCRIPTION OF SUBSCRIPTION RIGHTS
15
DESCRIPTION OF STOCK PURCHASE CONTRACTS AND STOCK PURCHASE UNITS
16
PLAN OF DISTRIBUTION
17
LEGAL MATTERS
19
EXPERTS
19
file:///U:/Marco/BBG/d684612d424b5.htm.html
3/62

2020/4/6
424B5
Table of Contents
ABOUT THIS PROSPECTUS SUPPLEMENT
This prospectus supplement and the accompanying prospectus are part of a registration statement that we filed with the
Securities and Exchange Commission (the "SEC") using a shelf registration process. Under the shelf registration process, we may
offer from time to time (i) debt securities, (ii) preferred stock, (iii) common stock, (iv) warrants to purchase debt securities, preferred
stock, common stock or other securities, (v) subscription rights to purchase debt securities, preferred stock, common stock or other
securities, (vi) stock purchase contracts obligating holders to purchase from or sell to us common stock or preferred stock at a future
date or dates and (vii) stock purchase units. In the accompanying prospectus, we provide you with a general description of the
securities we may offer from time to time under our shelf registration statement. In this prospectus supplement, we provide you with
specific information about the notes that we are selling in this offering. Both this prospectus supplement and the accompanying
prospectus include important information about us, our debt securities and other information you should know before investing. This
prospectus supplement also adds, updates and changes information contained in the accompanying prospectus. You should read both
this prospectus supplement and the accompanying prospectus as well as the additional information described under "Where You Can
Find More Information" included elsewhere in this prospectus supplement before investing in the notes.
You should rely only on the information contained or incorporated by reference in this prospectus supplement, the accompanying
prospectus and any free writing prospectus we have filed with the SEC relating to this offering. Neither we nor the underwriters have
authorized anyone to provide you with additional or different information. If anyone provided you with additional or different
information, you should not rely on it. Neither we nor the underwriters are making an offer to sell these securities in any jurisdiction
where the offer or sale is not permitted. You should assume that the information contained in this prospectus supplement, the
accompanying prospectus, the documents incorporated by reference and any free writing prospectus we have filed with the SEC
relating to this offering is accurate only as of their respective dates. Our business, financial condition, results of operations and
prospects may have changed since those dates.
In this prospectus, except as otherwise indicated, "Gilead," the "Company," "we," "our," and "us" and similar terms refer to
Gilead Sciences, Inc. and its consolidated subsidiaries.

S-i
file:///U:/Marco/BBG/d684612d424b5.htm.html
4/62

2020/4/6
424B5
Table of Contents
WHERE YOU CAN FIND MORE INFORMATION
We file annual, quarterly and current reports, proxy statements and other information with the SEC. These reports, proxy
statements and other information can be read and copied at the SEC's public reference room at 100 F Street, N.E., Washington, D.C.
20549. Please call the SEC at 1-800-SEC-0330 for further information about the public reference room. The SEC maintains an
internet site at http://www.sec.gov that contains reports, proxy and information statements and other information regarding companies
that file electronically with the SEC, including us. These reports, proxy statements and other information can also be read on our
internet site at http://www.gilead.com. Information on our website is not incorporated into this prospectus supplement or the
accompanying prospectus.
The SEC allows us to "incorporate by reference" information into this prospectus supplement, which means that we can disclose
important information to you by referring you to another document filed separately with the SEC. The information incorporated by
reference is deemed to be part of this prospectus supplement and the accompanying prospectus, except for any information superseded
by information contained directly in this prospectus supplement or any subsequently filed document deemed incorporated by
reference. This prospectus supplement incorporates by reference the documents set forth below that we have previously filed with the
SEC:

· Annual Report on Form 10-K for the fiscal year ended December 31, 2013 (filed with the SEC on February 25, 2014);

· Definitive Proxy Statement on Schedule 14A (filed with the SEC on March 19, 2013);

· Current Reports on Form 8-K (filed with the SEC on January 9, 2014 and January 29, 2014); and

· the description of our common stock which is contained in the Registration Statement on Form 8-A filed December 16,

1991, under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), including any amendment or report
filed for the purpose of updating such description.
All documents filed by us pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act after the date of this prospectus
supplement and before the termination of the offering shall also be deemed to be incorporated herein by reference. The most recent
information that we file with the SEC automatically updates and supersedes older information. The information contained in any such
filing will be deemed to be a part of this prospectus supplement, commencing on the date on which the document is filed.
We are not, however, incorporating by reference any documents or portions thereof, whether specifically listed above or filed in
the future, that are not deemed "filed" with the SEC, including our compensation committee report, performance graph and the
certifications of our chief executive officer and chief financial officer required by Rule 13a-14(b) or Rule 15d-14(b) under the
Exchange Act and Section 1350 of Chapter 63 of Title 18 of the United States Code (included in or accompanying our Annual Report
on Form 10-K for the fiscal year ended December 31, 2013) or any information furnished pursuant to Items 2.02 or 7.01 of Form 8-K
or certain exhibits furnished pursuant to Item 9.01 of Form 8-K.
We will provide without charge upon written or oral request to each person, including any beneficial owner, to whom a
prospectus is delivered, a copy of any or all of the documents which are incorporated by reference into this prospectus supplement and
the accompanying prospectus but not delivered with this prospectus supplement and the accompanying prospectus (other than exhibits
to those documents unless such exhibits are specifically incorporated by reference as an exhibit in this prospectus supplement and the
accompanying prospectus). Requests should be directed to Gilead Sciences, Inc., Attention: Investor Relations, 333 Lakeside Drive,
Foster City, California 94404, Telephone: (650) 574-3000.

S-ii
file:///U:/Marco/BBG/d684612d424b5.htm.html
5/62

2020/4/6
424B5
Table of Contents
SUMMARY
This summary highlights selected information more fully described elsewhere in this prospectus supplement and the
accompanying prospectus. This summary does not contain all of the information you should consider before investing in the notes.
You should read this prospectus supplement, the accompanying prospectus, any free writing prospectus and the documents
incorporated by reference herein and therein carefully, especially the risks of investing in the notes discussed in "Risk Factors"
below and in the incorporated documents.
Our Company
We are a research-based biopharmaceutical company that discovers, develops and commercializes innovative medicines in
areas of unmet medical need. With each new discovery and experimental drug candidate, we strive to transform and simplify care
for people with life-threatening illnesses around the world. Gilead's primary areas of focus include human immunodeficiency
virus (HIV), liver diseases such as chronic hepatitis B virus (HBV) infection and chronic hepatitis C virus (HCV) infection,
oncology/inflammation and serious cardiovascular and respiratory conditions. We have operations in North and South America,
Europe and Asia-Pacific. We continue to add to our existing portfolio of products through our internal discovery and clinical
development programs and through a product acquisition and in-licensing strategy.
Our portfolio of 18 marketed products is comprised of Sovaldi , Stribild
®
, Complera
®
/Eviplera
®
, Atripla
®
,
® Truvada ,
®
Viread , V
® iketka , T
® ybost , Hepsera
®
, Emtriva
®
, Letairis
®
, Ranexa
®
, AmBisome
®
, Cayston
®
, V
® istide , T
® amiflu ,
®
Lexiscan and Macugen
®
. W
®
e have U.S. and international commercial sales operations, with marketing subsidiaries in North
America, Europe and Asia-Pacific. In addition, we also sell and distribute certain products through our corporate partners under
royalty-paying collaborative agreements.
* * *
We were incorporated in Delaware on June 22, 1987. Our principal executive offices are located at 333 Lakeside Drive,
Foster City, California 94404. The telephone number of our principal executive offices is (650) 574-3000.
The HCV Market
We estimate that approximately 7.9 million individuals in the United States, France, Germany, Italy Spain, United Kingdom
and Japan are infected with HCV, with the majority of those being genotype 1-infected HCV patients. Of the estimated 4.1 million
people in the United States infected with HCV, we estimate that approximately 1.7 million are diagnosed with HCV,
approximately 385,000 are in care and approximately 54,000 are receiving treatment.
On December 6, 2013, we received U.S. Food and Drug Administration (FDA) approval of Sovaldi (sofosb
®
uvir 400 mg)
for the treatment of HCV. We estimate that approximately 70% of the patients who used Sovaldi in the fourth quarter of 2013 were
infected with genotype-1 HCV infection and that these patients typically took Sovaldi in conjunction with peg-interferon alfa and
ribavirin.
The HIV Market
In 2011, we launched Complera /Eviplera
®
(emtricitabine 200 mg/rilpivirine 25 mg/tenofovir disoproxil
®
fumarate 300 mg),
our second single tablet regimen for the treatment of HIV for patients new to antiretroviral

S-1
file:///U:/Marco/BBG/d684612d424b5.htm.html
6/62

2020/4/6
424B5
Table of Contents
therapy. In December 2013, we received FDA and European Medicines Agency (EMA) approval for Complera/Eviplera to be
used by certain adult patients switching from another stable antiretroviral regimen. In August 2012, we received approval from the
FDA for Stribild (elvitegravir 150 mg/cobicistat 150 mg/emtricitabine 200 mg/tenofovir disoproxil fu
®
marate 300 mg) , our third
single tablet regimen for treatment of HIV. The EMA approved Stribild in May 2013. We estimate that as of approximately
sixteen months after the launch of Complera and Stribild, 62% of the patients in the United States taking each product was
switching from another HIV treatment regimen and that 38% of each such patient population was new to HIV treatment.

S-2
file:///U:/Marco/BBG/d684612d424b5.htm.html
7/62

2020/4/6
424B5
Table of Contents
The Offering
Issuer
Gilead Sciences, Inc., a Delaware corporation.
Securities offered
$500,000,000 aggregate principal amount of 2.050% Senior Notes due 2019 (the
"2019 notes").

$1,750,000,000 aggregate principal amount of 3.700% Senior Notes due 2024
(the "2024 notes").

$1,750,000,000 aggregate principal amount of 4.800% Senior Notes due 2044
(the "2044 notes").
Maturity
The 2019 notes will mature on April 1, 2019.

The 2024 notes will mature on April 1, 2024.

The 2044 notes will mature on April 1, 2044.
Interest payment dates
We will pay interest on the notes on April 1 and October 1 of each year,
commencing on October 1, 2014.
Interest rate
The 2019 notes will bear interest at 2.050% per year. The 2024 notes will bear
interest at 3.700% per year. The 2044 notes will bear interest at 4.800% per year.
Optional redemption
We may redeem the notes of any series, in whole or in part, at any time and from
time to time at the applicable redemption price described herein under
"Description of the Notes--Optional Redemption."
Change of control offer
If we experience a "Change of Control Triggering Event" (as defined in
"Description of the Notes--Change of Control"), we will be required, except
with respect to any series of notes for which we have exercised our option to
redeem the notes of such series in full, to offer to purchase the notes at a
purchase price equal to 101% of their principal amount, plus accrued and unpaid
interest to the date of repurchase. See "Description of the Notes--Change of
Control."
Certain covenants
The indenture governing the notes contains certain restrictions, including a
limitation that restricts our ability and the ability of certain of our subsidiaries to
create or incur secured indebtedness, enter into sale and leaseback transactions
and consolidate, merge or transfer all or substantially all of our assets and the
assets of our subsidiaries. See "Description of the Notes--Certain Covenants."
Events of default
An "Event of Default" under the indenture in respect of the notes of a particular
series is:

· default for 30 days in payment of interest on the notes of such series;

· default in payment of principal, or any premium on the notes of such series;

· failure by us for 90 days after notice to us to comply with any of our other

agreements in the applicable indenture for the benefit of holders of the notes
of such series;

S-3
file:///U:/Marco/BBG/d684612d424b5.htm.html
8/62

2020/4/6
424B5
Table of Contents

· certain events of bankruptcy, insolvency or reorganization; and

· the occurrence with respect to any debt of the Company individually or in
the aggregate in excess of $100,000,000 of (i) an event of default that results
in such debt becoming due and payable prior to its scheduled maturity (after

giving effect to any applicable grace period) or (ii) the failure to make any
payment when due (including any applicable grace period), which results in
the acceleration of the maturity of such debt, in each case without such
acceleration having been rescinded, annulled or otherwise cured.

See "Description of the Notes--Events of Default."
Ranking
The notes will be our senior unsecured obligations and will rank equally with all
our other senior unsecured obligations, including all other unsubordinated
securities issued under the indenture, from time to time outstanding. The
indenture provides for the issuance from time to time of senior unsecured
indebtedness by us in an unlimited amount. See "Description of the Notes--
Ranking."
Form and denomination
The notes of each series will be issued in fully registered form in denominations
of $2,000 and in integral multiples of $1,000 in excess thereof.
DTC eligibility
The notes of each series will be represented by global certificates deposited
with, or on behalf of, The Depository Trust Company, which we refer to as
DTC, or its nominee. See "Description of the Notes--Book-Entry; Delivery and
Form of Notes."
Use of proceeds
We estimate that the net proceeds from this offering, after deducting
underwriters' discounts and estimated offering expenses payable by us, will be
approximately $3.96 billion. We intend to use the net proceeds from this
offering for general corporate purposes, which may include the repayment of
certain of our indebtedness, debt-related payments, working capital and the
repurchase of our outstanding common stock pursuant to our authorized share
repurchase program. See "Use of Proceeds."
Risk factors
You should carefully read and consider the information set forth in the section
entitled "Risk Factors" beginning on page S-8 of this prospectus supplement and
the risk factors set forth in our Annual Report on Form 10-K for the period
ended December 31, 2013, incorporated herein by reference, before investing in
the notes.
No listing of the notes
We do not intend to apply to list any series of notes on any securities exchange
or to have any series of notes quoted on any automated quotation system.
Re-opening of the notes
We may from time to time, without the consent of the holders of such series of
notes, create and issue further notes of such series having the

S-4
file:///U:/Marco/BBG/d684612d424b5.htm.html
9/62

2020/4/6
424B5
Table of Contents
same terms and conditions in all respects as the notes of such series being
offered hereby, except for the issue date, the public offering price and, in some

cases, the date of the first payment of interest thereon. Additional notes issued in
this manner will be consolidated with, and will form a single series with, the
applicable series of notes being offered hereby.
Governing law
The notes and the indenture will be governed by and construed in accordance
with the laws of the State of New York.
Trustee, registrar and paying agent
Wells Fargo Bank, National Association.

S-5
file:///U:/Marco/BBG/d684612d424b5.htm.html
10/62