Core Viewpoint - Microchip Technology Incorporated plans to offer $600 million in Convertible Senior Notes due 2030, with an option for an additional $90 million, aimed at qualified institutional buyers under Rule 144A of the Securities Act [1][6] Group 1: Offering Details - The notes will be senior, unsecured obligations of Microchip, with interest payable semi-annually [1] - Upon conversion, Microchip will pay cash up to the principal amount of the notes and may pay or deliver cash, shares of common stock, or a combination for any excess conversion obligation [1] - The interest rate, conversion rate, and other terms will be determined at the time of pricing [1] Group 2: Use of Proceeds - A portion of the net proceeds will be used to pay for capped call transactions with option counterparties [2] - If additional notes are purchased, proceeds will also fund further capped call transactions [2] - Remaining proceeds are intended for repaying outstanding notes under Microchip's commercial paper program [2] Group 3: Capped Call Transactions - Microchip expects to enter into capped call transactions to cover shares underlying the notes, aimed at reducing potential dilution upon conversion [4] - These transactions may offset cash payments exceeding the principal amount of converted notes [4] - The option counterparties may engage in purchasing shares or entering derivative transactions, potentially affecting the market price of Microchip's common stock [5]
Microchip Technology Announces Proposed Private Offering of $600 Million of Convertible Senior Notes