Item 8.01 Other Events.
On January 6, 2021, Silicon Laboratories Inc. ("Silicon Laboratories") issued a
notice of redemption to the holders of its outstanding 1.375% Convertible Senior
Notes due 2022 (the "Notes"), pursuant to which it will redeem all of the
outstanding Notes for cash at a redemption price of 100% of the principal amount
of the Notes, plus accrued and unpaid interest, if any (the "Redemption"). The
Redemption will occur on March 22, 2021, unless earlier converted.
Prior to the consummation of the Redemption, the holders of the Notes are
entitled to convert such Notes into shares of the Company's common stock at a
rate of 10.7744 shares per $1,000 principal amount of Notes, which is equivalent
to a conversion price of $92.81 per share. Such conversion right will expire on
March 19, 2021 (the "Conversion Deadline"). Holders converting prior to the
Conversion Deadline will also receive an additional 0.1112 shares per $1,000
principal amount of Notes pursuant to Section 14.03 of the Indenture governing
the Notes, dated March 6, 2017 (the "Indenture").
In the event any holder complies with the requirements as set forth in the
Indenture for conversion in connection with the Redemption, the Company intends
to satisfy its conversion obligation with respect to each $1,000 principal
amount of Notes tendered by combination settlement, with a specified dollar
amount per $1,000 principal amount of Notes equal to $1,000, plus a number of
the Company's common stock to be determined pursuant to the Indenture, together
with additional cash, if applicable, in lieu of delivering any fractional shares
of common stock.
The foregoing description of the Redemption does not purport to be complete and
is qualified in its entirety by reference to the notice of redemption, which is
attached hereto as Exhibit 99.1 to this report and is incorporated herein by
reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
Exhibit No. Description
99.1 Notice of Full Redemption, dated January 6, 2021, from Silicon
Laboratories Inc.
104 Cover Page Interactive Data File (formatted as Inline XBRL and
contained in Exhibit 101)
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