Log in
E-mail
Password
Remember
Forgot password ?
Become a member for free
Sign up
Sign up
New member
Sign up for FREE
New customer
Discover our services
Settings
Settings
Dynamic quotes 
OFFON

MarketScreener Homepage  >  Equities  >  Nasdaq  >  Microchip Technology, Inc.    MCHP

MICROCHIP TECHNOLOGY, INC.

(MCHP)
  Report
SummaryQuotesChartsNewsRatingsCalendarCompanyFinancialsConsensusRevisions 
SummaryMost relevantAll NewsAnalyst Reco.Other languagesPress ReleasesOfficial PublicationsSector newsMarketScreener Strategies

MICROCHIP TECHNOLOGY INC : Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sale of Equity Securities, Other Events (form 8-K)

11/23/2020 | 06:14am EST

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an

Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 8.01 of this Current Report on Form 8-K is incorporated herein by reference.

Item 3.02 Unregistered Sales of Equity Securities.

The information set forth in Item 8.01 of this Current Report on Form 8-K is incorporated herein by reference.

Item 8.01 Other Events.

As previously reported on a Form 8-K filed by Microchip Technology Incorporated ("Microchip") on November 20, 2020, Microchip entered into separate privately-negotiated exchange agreements (collectively, the "Exchange") with certain holders of its outstanding 1.625% Convertible Senior Subordinated Notes due 2025 (the "2025 Notes"), 1.625% Convertible Senior Subordinated Notes due 2027 (the "2027 Notes") and 2.250% Convertible Junior Subordinated Notes due 2037 (the "2037 Notes" and, together with the 2025 Notes and the 2027 Notes, collectively, the "Existing Notes").

This Form 8-K is being filed to update certain information regarding the Exchange including the amount of Existing Notes in the Exchange, the number of shares of Microchip common stock, par value $0.001 per share (the "Common Stock"), being issued in the Exchange and the amount of Existing Notes that will remain outstanding after the Exchange. Specifically, in the Exchange, Microchip will issue, deliver and pay, as the case may be, an aggregate of (a) $665.5 million principal amount of 0.125% Convertible Senior Subordinated Notes due 2024 (the "New Notes"), (b) approximately 8.5 million shares of Common Stock and (c) $434.9 million in cash, collectively, in exchange for approximately $90.0 million principal amount of the 2025 Notes, approximately $588.8 million principal amount of the 2027 Notes and approximately $407.7 million principal amount of the 2037 Notes. The conversion rate will initially be 5.3514 shares of Common Stock per $1,000 principal amount of New Notes (equivalent to an initial conversion price of approximately $186.87 per share of Common Stock). The conversion rate will be subject to adjustment upon the occurrence of certain events under the indenture for the New Notes.

As previously disclosed, the Exchange is expected to close on or about December 1, 2020. Following the closing of the Exchange, $222.4 million in aggregate principal amount of 2025 Notes will remain outstanding, $455.5 million in aggregate principal amount of 2027 Notes will remain outstanding and $278.6 million in aggregate principal amount of 2037 Notes will remain outstanding, in each case, with terms unchanged.

The Exchange is being conducted as a private placement and the shares of Common Stock and the New Notes to be issued in the Exchange will be issued pursuant to the exemption from the registration requirements of the Securities Act afforded by Section 4(a)(2) of the Securities Act and were offered only to persons believed to be either (i) an institutional "accredited investor" within the meaning of Rule 501(a)(1), (2), (3) or (7) of Regulation D promulgated under the Securities Act or (ii) a "qualified institutional buyer" within the meaning of Rule 144A promulgated under the Securities Act. Microchip is relying on this exemption from registration based on the representations made by the holders of the Notes participating in the Exchange. This Current Report does not constitute an offer to sell, or a solicitation of an offer to buy, any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering would be unlawful.




                                       2

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses

All news about MICROCHIP TECHNOLOGY, INC.
01/13MICROCHIP TECHNOLOGY : Needham Raises Microchip Technology's Price Target to Str..
MT
01/12Microchip Releases Industry's First 24G SAS/PCIe Gen 4 Tri-mode Storage Cont..
GL
01/11Microchip Technology To Present At The J.P. Morgan 19th Annual Tech/Auto Foru..
GL
01/11Microchip Technology to Present at the Needham & Company 23rd Annual Growth C..
GL
01/06Power Control Reference Design Enables a Secondary Side Microcontroller to Co..
GL
01/06MICROCHIP TECHNOLOGY : KeyBanc Adjusts Price Target on Microchip Technology to $..
MT
2020MICROCHIP TECHNOLOGY : Mizuho Adjusts Microchip Technology's Price Target to $15..
MT
2020MICROCHIP TECHNOLOGY : Credit Suisse Presentation December 2020.1201
PU
2020MICROCHIP TECHNOLOGY INC : Entry into a Material Definitive Agreement, Creation ..
AQ
2020MICROCHIP TECHNOLOGY INC : Entry into a Material Definitive Agreement, Creation ..
AQ
More news