8-K 1 d8k.htm FORM 8-K FORM 8-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported) December 11, 2006

ON Semiconductor Corporation

(Exact name of registrant as specified in its charter)

 

Delaware   000-30419   36-3840979

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification Number)

 

ON Semiconductor Corporation

5005 E. McDowell Road

Phoenix, Arizona

  85008
(Address of principal executive offices)   (Zip Code)

602-244-6600

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



Item 8.01. Other Events.

Attached to this Current Report as Exhibit 99.1 is a copy of a news release for ON Semiconductor Corporation dated December 11, 2006 titled “ON Semiconductor Announces Proposed Offering of Convertible Senior Subordinated Notes.” Also attached as Exhibit 99.2 is a second news release for ON Semiconductor Corporation dated December 12, 2006 titled “ON Semiconductor Prices $440 Million 2.625% Convertible Senior Subordinated Notes.”

 

Item 9.01. Financial Statements and Exhibits.

 

  (a) Financial Statements of Businesses Acquired
    Not applicable.

 

  (b) Pro Forma Financial Information
    Not applicable.

 

  (c) Shell Company Transaction
    Not applicable.

 

  (d) Exhibits

 

Exhibit No.

  

Description

99.1

   News release for ON Semiconductor Corporation dated December 11, 2006 titled “ON Semiconductor Announces Proposed Offering of Convertible Senior Subordinated Notes.”

99.2

   News release for ON Semiconductor Corporation dated December 12, 2006 titled “ON Semiconductor Prices $440 Million 2.625% Convertible Senior Subordinated Notes.”

 

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SIGNATURES

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 thereunto duly authorized.

 

   

ON SEMICONDUCTOR CORPORATION

(Registrant)

Date: December 12, 2006     By:   /s/ DONALD A. COLVIN
        Donald A. Colvin
        Chief Financial Officer

 

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EXHIBIT INDEX

 

Exhibit No.

  

Description

99.1

   News release for ON Semiconductor Corporation dated December 11, 2006 titled “ON Semiconductor Announces Proposed Offering of Convertible Senior Subordinated Notes.”

99.2

   News release for ON Semiconductor Corporation dated December 12, 2006 titled “ON Semiconductor Prices $440 Million 2.625% Convertible Senior Subordinated Notes.”

 

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