Item 8.01 Other Events.
On December 2, 2019, National Instruments Corporation ("NI") and Cadence Design
Systems, Inc. ("Cadence") issued a press release announcing that Cadence and NI
entered into a stock purchase agreement for Cadence to acquire AWR Corporation,
a wholly owned subsidiary of NI ("Transaction"). The purchase price for the
Transaction is approximately $160 million in cash, and NI expects to recognize a
gain on the divestment of approximately $123 million, net of taxes, upon
closing. A copy of such press release is attached hereto as Exhibit 99.1 and is
incorporated herein by reference.
Forward-Looking Statements
Certain statements contained in this document may be considered forward-looking
statements within the meaning of U.S. securities laws, including Section 21E of
the Exchange Act, including statements that Cadence expects to acquire AWR
Corporation and the gain NI expects to recognize on its divestment. These
forward-looking statements generally include statements that are predictive in
nature and depend upon or refer to future events or conditions. Statements that
are not historical facts are forward-looking statements. These forward-looking
statements are subject to numerous risks, uncertainties and other factors, many
of which are outside of the control of NI, including, among others: the failure
or inability of Cadence or NI to meet the closing conditions or to otherwise
consummate the Transaction and the finalizing of the accounting for the
Transaction. Actual results may differ materially from the expected results. NI
directs readers to its Form 10-K for the year ended December 31, 2018, its Form
10-Q for the quarter ended September 30, 2019 and the other documents it files
with the SEC for other risks associated with its future performance. NI
undertakes no obligation to update any forward-looking statement in this
document. Stockholders are cautioned not to place undue reliance on the
forward-looking statements herein, which speak only as of the date such
statements are made.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
Exhibit No. Description
99.1 Press Release, dated December 2, 2019
Cover Page Interactive Data File (embedded within the Inline XBRL
104 document)
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