Item 8.01 Other Events
As previously disclosed,
On
The Merger is currently expected to close on or about
Cautionary Note Regarding Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements, within the
meaning of the Private Securities Litigation Reform Act of 1995, including
statements with respect to the Merger, the benefits of the proposed transaction
and the anticipated timing of the proposed transaction. Forward-looking
statements can be generally identified by the use of words such as "anticipate,"
"believe," "plan," "project," "estimate," "forecast," "expect," "should,"
"intend," "may," "could," "will," "would," "outlook," "future," "trend," "goal,"
"target," and similar expressions or expressions of the negative of these terms.
These statements reflect only Cypress's current expectations and are not
guarantees of future performance or results. Forward-looking information
involves risks, uncertainties and other factors that could cause actual results
to differ materially from those expressed or implied in, or reasonably inferred
from, such statements. Specific factors that could cause actual results to
differ from results contemplated by forward-looking statements include, among
others, the occurrence of any event, development, condition, state of facts,
change, effect or other circumstances that could give rise to the termination of
the Merger Agreement or the failure to satisfy conditions to completion of the
Merger, including that a governmental authority may prohibit, delay or refuse to
grant approval for the consummation of the transaction; risks regarding the
failure of Infineon to obtain the necessary financing to complete the Merger;
risks related to disruption of management's attention from Cypress's ongoing
business operations due to the transaction; the effect of the announcement of
the Merger on Cypress's relationships, operating results and business generally;
the risk that certain approvals or consents will not be received in a timely
manner or that the Merger will not be consummated in a timely manner; the risk
of exceeding the expected costs of the Merger; adverse changes in
Therefore, caution should be taken not to place undue reliance on any such
forward-looking statements. We assume no obligation (and specifically disclaim
any such obligation) to publicly update or revise any forward-looking
statements, whether as a result of new information, future events or otherwise,
except as required by law. For additional discussion of potential risks and
uncertainties that could impact our results of operations or financial position,
refer to Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K for the
fiscal year ended
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit Description 99.1 Press Release, datedApril 7, 2020 . 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL (included as Exhibit 104).
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