-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WOLLEdQR/yRqqfpGsXjEfSqkntP72obAOT2uAdlAF7QjNWvRIEk+6jb1yA8VMExy 1wq+/r2T+78olyCuOmEC+A== 0000912057-01-006433.txt : 20010224 0000912057-01-006433.hdr.sgml : 20010224 ACCESSION NUMBER: 0000912057-01-006433 CONFORMED SUBMISSION TYPE: 424B4 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010222 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRIQUINT SEMICONDUCTOR INC CENTRAL INDEX KEY: 0000913885 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 953654013 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B4 SEC ACT: SEC FILE NUMBER: 333-36112 FILM NUMBER: 1551966 BUSINESS ADDRESS: STREET 1: 2300 NE BROOKWOOD PARKWAY CITY: HILLSBORO STATE: OR ZIP: 97124 BUSINESS PHONE: 5036159000 MAIL ADDRESS: STREET 1: 2300 NE BROOKWOOD PARKWAY STREET 2: 3625A SW MURRAY BLVD CITY: HILLSBORO STATE: OR ZIP: 97124 424B4 1 a2039774z424b4.txt 424B4 PROSPECTUS SUPPLEMENT FILED PURSUANT TO RULE 424(b)(4) TO PROSPECTUS DATED MAY 22, 2000 REGISTRATION NO. 333-36112 $345,000,000 TRIQUINT SEMICONDUCTOR, INC. 4% CONVERTIBLE SUBORDINATED NOTES DUE 2007 AND SHARES OF COMMON STOCK This prospectus supplement relates to the resale by the selling securityholders of 4% convertible subordinated notes due 2007 of TriQuint Semiconductor, Inc. and the shares of common stock, par value of $0.001 per share, of TriQuint Semiconductor, Inc. issuable upon the conversion of the notes. This prospectus supplement should be read in conjunction with the prospectus dated May 22, 2000, which is to be delivered with this prospectus supplement. All capitalized terms used but not defined in the prospectus supplement shall have the meanings given them in the prospectus. The table below sets forth information as of the date hereof concerning beneficial ownership of the notes of the selling securityholders as listed below. All information concerning beneficial ownership has been furnished by the selling securityholders.
PRINCIPAL AMOUNT OF NOTES NUMBER OF SHARES BENEFICIALLY PERCENTAGE OF OF COMMON STOCK PERCENTAGE OF OWNED THAT MAY BE NOTES THAT MAY BE COMMON STOCK NAME SOLD OUTSTANDING SOLD(1) OUTSTANDING(2) - --------------------------------------------------- ----------------- ------------- ---------------- -------------- Maple Partners USA Inc............................. 250,000 * 3,687 * 10 Exchange Place, Suite 2600 Jersey City, NJ 07302 Attn: James Finlayson
- ------------------------ * Less than 1% (1) Assumes conversion of the full amount of notes held by such holder at the current conversion price of $67.80 per share; such conversion price is subject to adjustment as described under "Description of Notes -- Conversion of Notes." The initial conversion price of $135.60 per share of common stock has been adjusted to reflect the two-for-one forward stock split effected by TriQuint as a stock dividend on July 11, 2000 to stockholders of record on June 19, 2000. Accordingly, the number of shares of common stock issuable upon conversion of the Notes may increase or decrease from time to time. Under the terms of the Indenture, fractional shares will not be issued upon conversion of the notes; cash will be paid in lieu of fractional shares, if any. (2) Computed in accordance with Rule 13d-3(d)(i) promulgated under the Exchange Act and based upon 78,487,096 shares of common stock outstanding as of September 30, 2000, treating as outstanding the number of shares of common stock shown as being issuable upon the assumed conversion by the named holder of the full amount of such holder's notes but not assuming the conversion of the notes of any other holder. The number of shares outstanding on July 1, 2000 as presented reflects the two-for-one forward stock split effected by TriQuint on July 11, 2000 through a stock dividend to stockholders of record on June 19, 2000. INVESTING IN THE SECURITIES OFFERED HEREBY INVOLVE A HIGH DEGREE OF RISK. SEE "RISK FACTORS" BEGINNING ON PAGE 8 OF THE PROSPECTUS. THE SECURITIES AND EXCHANGE COMMISSION AND STATE SECURITIES REGULATORS HAVE NOT APPROVED OR DISAPPROVED OF THESE SECURITIES OR DETERMINED IF THIS PROSPECTUS IS TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. ------------------------ The date of this Prospectus Supplement is February 22, 2001.
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