Item 8.01 Other Events.
On June 7, 2021, the waiting period under the Hart-Scott-Rodino Antitrust
Improvements Act of 1976, as amended (the "HSR Act"), expired in connection with
the previously announced Asset Purchase Agreement, dated April 22, 2021 (the
"Purchase Agreement"), between Skyworks Solutions, Inc., a Delaware corporation
(the "Company"), and Silicon Laboratories Inc., a Delaware corporation
("Seller"), pursuant to which the Company has agreed to acquire certain assets,
rights, and properties, and assume certain liabilities, comprising Seller's
infrastructure and automotive business (the "Asset Purchase").
The expiration of the waiting period under the HSR Act satisfies one of the
conditions to the closing of the Asset Purchase. The closing of the Asset
Purchase remains subject to the satisfaction or waiver of the remaining
conditions to the closing of the Asset Purchase set forth in the Purchase
Agreement, including, among other things, the accuracy of representations and
warranties, the material performance of covenants, and no occurrence of a
material adverse effect.
Forward-Looking Statements
Any forward-looking statements contained in this Current Report on Form 8-K are
intended to qualify for the safe harbor from liability established by the
Private Securities Litigation Reform Act of 1995. These forward-looking
statements include, without limitation, information regarding the Asset
Purchase, the expected timetable for completing the Asset Purchase, future
financial and operating results, the benefits, synergies, and accretion related
to the Asset Purchase, and any other statements by the Company's management
regarding future expectations, beliefs, goals, plans, or prospects.
Forward-looking statements can often be identified by words such as
"anticipates," "expects," "forecasts," "intends," "believes," "plans," "may,"
"will," or "continue," and similar expressions and variations or negatives of
these words. Actual events and/or results may differ materially and adversely
from such forward-looking statements as a result of certain risks and
uncertainties including, but not limited to, the occurrence of any event,
change, or other circumstances that could give rise to the termination of the
Purchase Agreement; the outcome of any legal proceedings that could be
instituted against the Company or the Company's board of directors related to
the Asset Purchase or the Purchase Agreement; the ability to satisfy the closing
conditions of the Asset Purchase when anticipated or at all, including the
ability to close the Asset Purchase; the Company's ability to successfully
integrate the assets acquired and employees transferred pursuant to the Purchase
Agreement; the risk that the Company may not realize the anticipated benefits
from the Asset Purchase; the availability and pricing of third-party
semiconductor foundry, assembly and test capacity, raw materials, and supplier
components; the cyclical nature of the semiconductor industry; risks that the
proposed transaction disrupts current plans and operations and the potential
difficulties in employee retention as a result of the Asset Purchase; the
Company's ability to obtain design wins from customers; technological and
product development risks; enforcement and protection of intellectual property
rights and related risks; risks related to the security of our information
systems and secured network; changes in laws, regulations, and/or policies that
could adversely affect the Company's operations and financial results, the
economy, customer demand for products, the financial markets, or the effects of
exchange rate fluctuations; risks of changes in U.S. or international tax rates
or legislation; the effects of the global COVID-19 pandemic; the effects of
local and national economic, credit, and capital market conditions on the
economy in general; and other risks and uncertainties described herein, as well
as those risks and uncertainties discussed from time to time in the Company's
other reports and other public filings with the Securities and Exchange
Commission (the "SEC"), including, but not limited to, those detailed in the
Company's Annual Report on Form 10-K for the year ended October 2, 2020 (and/or
its most recent Quarterly Report on Form 10-Q), filed with the SEC. Any
forward-looking statements contained in this Current Report on Form 8-K are made
only as of the date hereof and should not be relied upon as representing the
Company's views as of any subsequent date, and the Company undertakes no
obligation to update or revise the forward-looking statements, whether as a
result of new information, future events, or otherwise.

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

© Edgar Online, source Glimpses