UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Emerging growth company
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| Item 1.01. | Entry into a Material Definitive Agreement |
On May 26, 2020, Silicon Laboratories Inc. (the “Company”) and certain of its domestic subsidiaries (the “Guarantors”) entered into the Fourth Amendment to Credit Agreement (the “Fourth Credit Agreement Amendment”) with Wells Fargo Bank, National Association (“Wells Fargo”), as administrative agent, and a syndicate of lenders. The Fourth Credit Agreement Amendment amends the Company’s original credit agreement (as amended prior to the Fourth Amendment, the “Original Credit Agreement” and, as amended by the Fourth Credit Agreement Amendment, the “Amended Credit Agreement”) with Wells Fargo (as successor to Bank of America, N.A.), as administrative agent, the Guarantors party thereto and the lenders party thereto, in order to, among other things, (i) add a definition of Consolidated Net Leverage Ratio (as defined in the Amended Credit Agreement) which permits the Company to net unrestricted cash and cash equivalents of the Company and its subsidiaries on a consolidated basis in an amount not to exceed $750 million against consolidated indebtedness for purposes of the ratio calculation, (ii) amend the Financial Covenant in Section 8.11(a) of the Amended Credit Agreement such that the Consolidated Net Leverage Ratio of the Company shall not exceed 4.25 to 1.0, to be increased to 4.75 to 1.0 for four quarterly periods upon the election of the Company following the consummation of a permitted acquisition in an aggregate amount greater than $100 million, and (iii) permit cash dividend payments, stock repurchases, cash payments upon conversion of certain convertible indebtedness and certain repurchase of convertible indebtedness provided that no default exists and pro forma for the restricted payment the Consolidated Net Leverage Ratio does not exceed 3.50 to 1.0.
The foregoing descriptions are subject to, and qualified in their entirety by, the Fourth Credit Agreement Amendment. The Fourth Credit Agreement Amendment is attached hereto as Exhibit 10.1 and the terms thereof are incorporated herein by reference.
| 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 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
| Item 7.01 | Regulation FD Disclosure |
On May 27, 2020, the Company issued a press release regarding the launch of a private offering of $500,000,000 aggregate principal amount of convertible senior notes due 2025 to be issued by the Company pursuant to Rule 144A under the Securities Act of 1933, as amended. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits |
(d) Exhibits.
| 10.1 |
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| 99.1 |
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| 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| SILICON LABORATORIES INC. | ||||
| May 27, 2020 |
/s/ John C. Hollister | |||
| Date |
John C. Hollister Senior Vice President and Chief Financial Officer (Principal Financial Officer) |