Skyworks Solutions, Inc. (Nasdaq: SWKS), an innovator of
high-performance analog semiconductors connecting people, places
and things, today announced that it has priced $1.5 billion in
aggregate principal amount of its senior notes, consisting of $500
million in aggregate principal amount of its 0.900% Senior Notes
due 2023 (the “2023 Notes”), $500 million in aggregate principal
amount of its 1.800% Senior Notes due 2026 (the “2026 Notes”) and
$500 million in aggregate principal amount of its 3.000% Senior
Notes due 2031 (the “2031 Notes” and, together with the 2023 Notes
and 2026 Notes, the “Notes”), in an underwritten public offering
under its effective shelf registration statement filed with the
Securities and Exchange Commission (the “SEC”).
Skyworks intends to use the net proceeds of the offering,
together with other sources of cash, to finance the cash
consideration of $2.75 billion for the previously announced
acquisition of the Infrastructure & Automotive business of
Silicon Laboratories Inc. (the “Acquisition”).
If (i) the consummation of the Acquisition does not occur prior
to 5:00 pm, New York City time, on Oct. 29, 2021, (ii) we notify
the trustee and the holders of the 2023 Notes that we will not
pursue the consummation of the Acquisition or (iii) the Asset
Purchase Agreement dated as of April 22, 2021 by and between
Skyworks and Silicon Labs has been terminated without the
consummation of the Acquisition, we will be required to redeem all
of the 2023 Notes then outstanding at 101% of the aggregate
principal amount of the 2023 Notes then outstanding, plus accrued
and unpaid interest to, but not including, the special mandatory
redemption date. The 2026 Notes and 2031 Notes will not be subject
to any special mandatory redemption if the Acquisition is not
completed.
The closing of the offering of Notes is expected to occur on May
26, 2021, subject to satisfaction of customary closing
conditions.
J.P. Morgan Securities LLC, BofA Securities, Inc. and Goldman
Sachs & Co. LLC are acting as joint book-running managers for
the offering.
A registration statement relating to the Notes being offered has
been filed with the SEC and has become effective. The offering may
be made only by means of a prospectus supplement and the
accompanying prospectus. Copies of the prospectus supplement and
accompanying prospectus related to the offering may be obtained
from J.P. Morgan Securities LLC, c/o Broadridge Financial
Solutions, Attn: Prospectus Department, 1155 Long Island Avenue,
Edgewood, New York 11717, or by telephone: 1-866-803-9204; c/o BofA
Securities, Inc., NC1-004-03-43, 200 North College Street, 3rd
Floor, Charlotte, North Carolina 28255, Attention: Prospectus
Department, or by email: dg.prospectus_requests@bofa.com; or c/o
Goldman Sachs & Co. LLC, Prospectus Department, 200 West
Street, New York, NY 10282, by telephone: (866) 471-2526 or by
emailing prospectus-ny@ny.email.gs.com. Alternatively, you may get
these documents for free by visiting EDGAR on the Securities and
Exchange Commission website at http://www.sec.gov/. Before you
invest, you should read the prospectus supplement related to the
offering, the accompanying prospectus and other documents
incorporated by reference in the prospectus supplement and the
accompanying prospectus for more complete information about the
offering.
This news release is neither an offer to sell nor a solicitation
of an offer to buy any securities and shall not constitute an
offer, solicitation or sale in any jurisdiction in which such
offer, solicitation or sale would be unlawful.
About Skyworks
Skyworks Solutions, Inc. is empowering the wireless networking
revolution. Our highly innovative analog semiconductors are
connecting people, places and things spanning a number of new and
previously unimagined applications within the aerospace,
automotive, broadband, cellular infrastructure, connected home,
industrial, medical, military, smartphone, tablet and wearable
markets.
Skyworks is a global company with engineering, marketing,
operations, sales and support facilities located throughout Asia,
Europe and North America and is a member of the S&P 500® and
Nasdaq-100® market indices (Nasdaq: SWKS).
Safe Harbor Statement
Any forward-looking statements contained in this press release
are intended to qualify for the safe harbor from liability
established by the Private Securities Litigation Reform Act of
1995. Forward-looking statements include, without limitation,
information regarding the notes offering, application of the
proceeds of the notes offering, the expected timetable for
completing the notes offering and any other statements by the
management of Skyworks 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 effects of the
global COVID-19 pandemic and the measures taken to limit COVID-19’s
spread on our business operations, including reduced shift staffing
in certain of our manufacturing facilities, as well as potential
other disruptions to our business, including but not limited to the
suspension or restriction of operations at our facilities and
third-party supply chain disruptions, that could result from social
distancing measures, employee quarantines, restricting certain
employees from working or additional actions that may be taken by
us, our suppliers and partners or governmental authorities in the
jurisdictions in which we operate in an effort to contain the
COVID-19 pandemic; the susceptibility of the semiconductor industry
and the markets addressed by our, and our customers’, products to
economic downturns, including as a result of the COVID-19 pandemic;
our reliance on a small number of key customers for a large
percentage of our sales; delays in the deployment of commercial 5G
networks or in consumer adoption of 5G-enabled devices; risks
related to the transaction with Silicon Labs, including the ability
to close the transaction, the ability to obtain the necessary
financing arrangements, the ability to successfully integrate the
assets acquired and employees transferred, and the risk that we may
not realize the anticipated benefits from the transaction; our
ability to consummate the offering on favorable terms or at all;
the anticipated use of the net proceeds of the offering; the risks
of doing business internationally, including increased
import/export restrictions and controls (e.g., our ability to sell
products to Huawei Technologies Co., Ltd. and certain of its
affiliates, as well as other specified entities, only pursuant to a
limited export license from the U.S. Department of Commerce),
imposition of trade protection measures (e.g., tariffs or taxes),
security and health risks, possible disruptions in transportation
networks, fluctuations in foreign currency exchange rates, and
other economic, social, military and geo-political conditions in
the countries in which we, our customers or our suppliers operate;
the volatility of our stock price; declining selling prices,
decreased gross margins, and loss of market share as a result of
increased competition; our ability to obtain design wins from
customers; changes in laws, regulations and/or policies that could
adversely affect our operations and financial results, the economy
and our customers’ demand for our products, or the financial
markets and our ability to raise capital; fluctuations in our
manufacturing yields due to our complex and specialized
manufacturing processes; our ability to develop, manufacture and
market innovative products, avoid product obsolescence, reduce
costs in a timely manner, transition our products to smaller
geometry process technologies, and achieve higher levels of design
integration; the quality of our products and any defect remediation
costs; our products’ ability to perform under stringent operating
conditions; the availability and pricing of third-party
semiconductor foundry, assembly and test capacity, raw materials
and supplier components; our ability to retain, recruit and hire
key executives, technical personnel and other employees in the
positions and numbers, with the experience and capabilities, and at
the compensation levels needed to implement our business and
product plans; the timing, rescheduling or cancellation of
significant customer orders and our ability, as well as the ability
of our customers, to manage inventory; our ability to prevent theft
of our intellectual property, disclosure of confidential
information, or breaches of our information technology systems;
uncertainties of litigation, including potential disputes over
intellectual property infringement and rights, as well as payments
related to the licensing and/or sale of such rights; our ability to
continue to grow and maintain an intellectual property portfolio
and obtain needed licenses from third parties; our ability to make
certain investments and acquisitions, integrate companies we
acquire, and/or enter into strategic alliances; and other risks and
uncertainties described herein, as well as those risks and
uncertainties identified in the “Risk Factors” section of Skyworks’
most recent Annual Report on Form 10-K (and/or Quarterly Report on
Form 10-Q) as filed with the SEC. Copies of Skyworks’ SEC filings
can be obtained, free of charge, on Skyworks’ website
(www.skyworksinc.com) or at the SEC’s website (www.sec.gov). Any
forward-looking statements contained in this press release are made
only as of the date hereof, and we undertake no obligation to
update or revise the forward-looking statements, whether as a
result of new information, future events or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20210512006083/en/
Media Relations: Constance Griffiths (949) 231-4207
Investor Relations: Mitch Haws (949) 231-3223
Skyworks Solutions (NASDAQ:SWKS)
過去 株価チャート
から 6 2024 まで 7 2024
Skyworks Solutions (NASDAQ:SWKS)
過去 株価チャート
から 7 2023 まで 7 2024