Obligation Gilead Sciences Inc 4.15% ( US375558BK80 ) en USD

Gilead Sciences Inc

80.15 % ▼

Etas-Unis

US375558BK80 ( en USD )

4.15% par an ( paiement semestriel )

28/02/2047

Prospectus brochure de l'obligation Gilead Sciences Inc US375558BK80 en USD 4.15%, échéance 28/02/2047

2 000 USD

1 750 000 000 USD

375558BK8

BBB+ ( Qualité moyenne inférieure )

A3 ( Qualité moyenne supérieure )

01/09/2024 ( Dans 106 jours )

L'Obligation émise par Gilead Sciences Inc ( Etas-Unis ) , en USD, avec le code ISIN US375558BK80, paye un coupon de 4.15% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 28/02/2047

L'Obligation émise par Gilead Sciences Inc ( Etas-Unis ) , en USD, avec le code ISIN US375558BK80, a été notée A3 ( Qualité moyenne supérieure ) par l'agence de notation Moody's.

L'Obligation émise par Gilead Sciences Inc ( Etas-Unis ) , en USD, avec le code ISIN US375558BK80, a été notée BBB+ ( Qualité moyenne inférieure ) par l'agence de notation Standard & Poor's ( S&P ).

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Table of Contents
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-194298
CALCULATION OF REGISTRATION FEE

Proposed
Proposed
Amount
Maximum
Maximum
Title of Each Class of
to be
Offering Price
Aggregate
Amount of
Securities to be Registered

Registered

Per Unit
Offering Price Registration Fee (1)
1.950% Senior Notes due 2022
$500,000,000
99.769%
$498,845,000
2.500% Senior Notes due 2023
$750,000,000
99.646%
$747,345,000
2.950% Senior Notes due 2027
$1,250,000,000
99.974%
$1,249,675,000
4.000% Senior Notes due 2036
$750,000,000
99.430%
$745,725,000
4.150% Senior Notes due 2047
$1,750,000,000
99.283%
$1,737,452,500
Total

$4,979,042,500
$501,390
(1) Calculated in accordance with Rule 457(r) under the Securities Act of 1933, as amended.
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Prospectus Supplement
(To Prospectus dated March 4, 2014)

Gilead Sciences, Inc.
$5,000,000,000
$500,000,000 1.950% Senior Notes due 2022
$750,000,000 2.500% Senior Notes due 2023
$1,250,000,000 2.950% Senior Notes due 2027
$750,000,000 4.000% Senior Notes due 2036
$1,750,000,000 4.150% Senior Notes due 2047
We are offering $500,000,000 aggregate principal amount of 1.950% Senior Notes due 2022 (the "2022 notes"), $750,000,000
aggregate principal amount of 2.500% Senior Notes due 2023 (the "2023 notes"), $1,250,000,000 aggregate principal amount of
2.950% Senior Notes due 2027 (the "2027 notes"), $750,000,000 aggregate principal amount of 4.000% Senior Notes due 2036 (the
"2036 notes") and $1,750,000,000 aggregate principal amount of 4.150% Senior Notes due 2047 (the "2047 notes," and together with
the 2022 notes, the 2023 notes, the 2027 notes, and the 2036 notes, the "notes"). We will pay interest on the notes on March 1 and
September 1 of each year, commencing on March 1, 2017. The 2022 notes will mature on March 1, 2022, the 2023 notes will mature
on September 1, 2023, the 2027 notes will mature on March 1, 2027, the 2036 notes will mature on September 1, 2036 and the 2047
notes will mature on March 1, 2047.
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 2022 Note

99.769%

0.350%

99.419%
Per 2023 Note

99.646%

0.400%

99.246%
Per 2027 Note

99.974%

0.450%

99.524%
Per 2036 Note

99.430%

0.875%

98.555%
Per 2047 Note

99.283%

0.875%

98.408%
Total

$
4,979,042,500
$
32,250,000
$
4,946,792,500
(1) Plus accrued interest, if any, from September 20, 2016, 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 September 20, 2016.
Joint Book-Running Managers

BofA Merrill Lynch

J.P. Morgan

Barclays
Goldman, Sachs & Co.
Wells Fargo Securities
(2036 Notes and 2047 Notes)

(2036 Notes and 2047 Notes)

(2036 Notes and 2047 Notes)
HSBC

Mizuho Securities

SMBC Nikko
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(2022 Notes, 2023 Notes and 2027 Notes)
(2022 Notes, 2023 Notes and 2027 Notes)
(2022 Notes, 2023 Notes and 2027 Notes)
Co-Managers

Citigroup

Morgan Stanley

MUFG
RBC Capital Markets

US Bancorp

Lazard
Evercore

The Williams Capital Group, L.P.
Financial Consultant
J. Wood Capital Advisors
September 15, 2016
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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-34
EXPERTS
S-34
Prospectus

Page
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
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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 and any free writing prospectus we have filed with the SEC
relating to this offering before investing in the notes. To the extent there is a conflict between the information contained in this
prospectus supplement, on the one hand, and the information contained in the accompanying prospectus or any document that has
previously been filed with the SEC and is incorporated into this prospectus by reference, on the other hand, the information in this
prospectus supplement shall control.
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.

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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, 2015 (filed with the SEC on February 24, 2016);

· Quarterly Report on Form 10-Q for the quarter ended March 31, 2016 (filed with the SEC on May 6, 2016);

· Quarterly Report on Form 10-Q for the quarter ended June 30, 2016 (filed with the SEC on August 5, 2016);

· Definitive Proxy Statement on Schedule 14A (filed with the SEC on March 28, 2016);

· Current Reports on Form 8-K (filed with the SEC on February 3, 2016, March 11, 2016, May 17, 2016, May 25, 2016 and
August 23, 2016); 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, 2015 and our Quarterly Reports on Form 10-Q for the quarters ended March 31,
2016 and June 30, 2016) 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.

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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 investigational 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 C virus infection ("HCV") and chronic hepatitis B virus infection,
cardiovascular, hematology/oncology and inflammation/respiratory. We have operations in more than 30 countries worldwide,
with headquarters in Foster City, California. 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 marketed products includes AmBisome , Atripla
®
, Cayston
®
, Complera
®
/Eviplera
®
, Descovy
®
,
®
Emtriva , Epclusa
®
, Genvoya
®
, Harvoni
®
, Hepsera
®
, Letairis
®
, Odefsey
®
, Ranexa
®
, Sovaldi
®
, Stribild
®
, T
® amiflu ,
®
Truvada , T
® ybost , V
® iread , V
® itekta , and Zydelig
®
. W
®
e have U.S. and international commercial sales operations, with
marketing subsidiaries in North and South America, Europe and Asia-Pacific. 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 HIV Market
We have five single tablet regimens for the treatment of HIV: Atripla, Complera/Eviplera, Stribild, Genvoya and Odefsey. In
November 2015, Genvoya became the first tenofovir alafenamide-based single tablet regimen approved by the U.S. Food and
Drug Administration ("FDA").
Studies have indicated lower risk of hospitalization in patients treated with a single tablet regimen versus those treated with
two- or three-drug regimens. Based on data as of the first quarter of 2016, Genvoya and Stribild are the second- and third-most
prescribed treatment regimens for patients new to HIV treatment in the United States, while Atripla and Stribild are the most and
second-most prescribed treatment regimens for all HIV patients in the United States; similarly, Stribild and Complera/Eviplera are
the most- and third-most prescribed treatment regimens for patients new to HIV treatment in the five largest countries in Europe,
while Atripla and Complera/Eviplera are the most- and second-most prescribed treatment regimens for all HIV patients in those
countries.

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The HCV Market
We have three products for the treatment of HCV: Sovaldi, indicated for the treatment of patients with HCV genotypes 1, 2,
3 and 4 infection (in the United States and European Union) and genotypes 5 and 6 infection (in the European Union), including
those with hepatocellular carcinoma meeting Milan criteria (awaiting liver transplantation) and those with HCV/HIV-1 co-
infection, Harvoni, the first once-daily single tablet regimen for the treatment of HCV genotype 1 infection in adults (in the
United States and European Union) and genotypes 3 (certain subgroups) and 4 (in the European Union) infection, and Epclusa, the
first all-oral, pan-genotypic, single tablet regimen for the treatment of adults with HCV genotypes 1-6 infection. We launched
Sovaldi in the United States upon FDA approval in December 2013 and in the European Union upon European Commission
approval in January 2014. We launched Harvoni in the United States upon FDA approval in October 2014 and in the European
Union upon European Commission approval in November 2014. We launched Epclusa in the United States upon FDA approval in
June 2016 and in the European Union upon European Commission approval in July 2016. As of June 30, 2016, we estimate that
approximately 1,000,000 HCV patients have been treated with our HCV products (consisting of approximately 486,000 patients in
the United States, 206,000 patients in Europe, 100,000 patients in Japan and 267,000 patients in the rest of the world). We believe
that the HCV prevalence and the currently low diagnosis rate represent an opportunity for growth in HCV treatment. For instance,
we estimate that there are three million HCV-infected individuals in the United States, and that only roughly half of these
individuals have been diagnosed.

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The Offering
Issuer
Gilead Sciences, Inc., a Delaware corporation.
Securities offered
$500,000,000 aggregate principal amount of 1.950% Senior Notes due 2022 (the
"2022 notes").

$750,000,000 aggregate principal amount of 2.500% Senior Notes due 2023 (the
"2023 notes").

$1,250,000,000 aggregate principal amount of 2.950% Senior Notes due 2027
(the "2027 notes").

$750,000,000 aggregate principal amount of 4.000% Senior Notes due 2036 (the
"2036 notes").

$1,750,000,000 aggregate principal amount of 4.150% Senior Notes due 2047
(the "2047 notes").
Maturity
The 2022 notes will mature on March 1, 2022.

The 2023 notes will mature on September 1, 2023.

The 2027 notes will mature on March 1, 2027.

The 2036 notes will mature on September 1, 2036.

The 2047 notes will mature on March 1, 2047.
Interest payment dates
We will pay interest on the notes on March 1 and September 1 of each year,
commencing on March 1, 2017.
Interest rate
The 2022 notes will bear interest at 1.950% per year.

The 2023 notes will bear interest at 2.500% per year.

The 2027 notes will bear interest at 2.950% per year.

The 2036 notes will bear interest at 4.000% per year.

The 2047 notes will bear interest at 4.150% 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."

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