Item 7.01 Regulation FD Disclosure.
On
The information contained in this Item 7.01 and in the accompanying Exhibit 99.1 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended (the "Securities Act"), except as shall be expressly set forth by specific reference in such filing.
Item 8.01 Other Events. Notes Offering
On
The Company expects to use the net proceeds from the sale of the Notes to repay
the
The Notes have not been and are not expected to be registered under the
Securities Act or the securities laws of any other jurisdiction and may not be
offered or sold in
Amendment and Restatement of Credit Agreement
In connection with the issuance of the Notes, the Company expects to amend and
restate its Amended and Restated Credit Agreement, by and among the Company, as
borrower, the Lenders named therein and
Special Note Regarding Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements that are subject to the safe harbors created under the Securities Act and the Securities Exchange Act of 1934, as amended. Forward-looking statements give the Company's current expectations and projections relating to its financial condition, results of operations, plans, objectives, future performance and business, including the Company's expectations regarding the closing of the Amended and Restated Credit Agreement and the Notes Offering including the anticipated use of proceeds from the Notes Offering, described in this Current Report on Form 8-K, and can be identified by the fact that they do not relate strictly to historical or current facts. Such forward-looking statements may include words such as "expect," "anticipate," "intend," "believe,"
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"estimate," "plan," "target," "strategy," "continue," "may," "will," "should,"
variations of such words, or other words and terms of similar meaning. All
forward-looking statements reflect the Company's best judgment and are based on
several factors relating to its operations and business environment, all of
which are difficult to predict and many of which are beyond its control. Such
factors include, but are not limited to: the Company's inability to satisfy the
closing conditions of the Notes Offering or the Amended and Restated Credit
Agreement; the Company's dependence on its solutions for the mobile product
applications market and the PC product applications market for a substantial
portion of its revenue; risks related to the volatility of the Company's net
revenue from its solutions for mobile product applications; the Company's
dependence on one or more large customers; the risk that the Company's business,
results of operations and financial condition (including liquidity) and
prospects may be materially and adversely affected by heath epidemics, including
the COVID-19 pandemic; the Company's exposure to industry downturns and
cyclicality in its target markets; the risk that the Company's product solutions
for new markets will not be successful; the Company's ability to maintain and
build relationships with its customers; the Company's dependence on third
parties to maintain satisfactory manufacturing yields and deliverable schedules;
and the risks as identified in the "Risk Factors" section of the Company's
Annual Report on Form 10-K for the fiscal year ended
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 99.1 Press Release datedMarch 8, 2021 , announcing the proposed Notes Offering. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 3
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