2022-05-13 | NDAQ:NXPI | Press release


EINDHOVEN, The Netherlands, May 13, 2022 (GLOBE NEWSWIRE) — NXP Semiconductors NV (NASDAQ: NXPI) (together with its subsidiaries, “NXP” or the “Company””) announced today that its subsidiaries NXP BV and NXP Funding LLC have extended their offers to holders of (i) $1,000,000,000 of 4.875% senior notes due 2024 (the “2024&CloseCurlyDoubleQuote Notes), (ii) an aggregate principal amount of $500 $000,000 of 5.350% senior notes due 2026 (the “2026 5.350% Notes” Notes”), (iii) $500,000,000 in the aggregate principal amount of 5.550% senior notes due in 2028 (the “2028 ” Notes) and NXP BV, NXP Funding LLC and NXP USA, Inc. (collectively, the “” Issuers) have extended their offers to holders of (iv) $500,000,000 of a principal amount aggregate of 2.700% first rank bonds maturing in 2025 (the “2025” Notes), (v) $750,000,000 in an aggregate principal amount of 3.875% Senior Notes due 2026 (the “3.875% 2026” Notes), (vi) $500,000,000 an aggregate principal amount of 3.150% senior notes due 2027 (the “2027 Notes”), (vii) $1,000,000,000 of an aggregate principal amount of 4.300% senior notes due 2029 (the “CloseCurlyDoubleQuote; 2029 Notes), (viii) $1,000,000,000 3.400% senior notes due 2030 (the “CloseCurlyDoubleQuote; 2030 Notes), (ix) $1,000,000,000 2.500% senior bonds due 2031 (the “2031&CloseCurlyDoubleQuote Bonds; ), (x) $1,000,000,000 2.650% senior notes due 2032 (the “2032&CloseCurlyDoubleQuote Notes”, (xi) $1,000,000,000 3.250% senior notes due 2041 (the “2041” Notes), (xii) $500,000,000 in aggregate principal amount of 3.125% senior notes due 2042 (the “2042” Notes) and (xiii) $500,000,000 in an amount in aggregate principal of 3.250% senior notes due 2051 (th and “2051 Notes” and, together with the 2024 Notes, the 2026 Notes at 5.350%, the 2028 Notes, the 2025 Notes, the 2026 Notes at 3.875 %, the 2027 Bonds, the 2029 Bonds, the 2030 Bonds, the 2031 Bonds, the 2032 Bonds, the 2041 Notes and the 2042 Notes, the “Remarks”), to exchange each series of Notes (the “Exchange offers”) for a similar principal amount of Notes with substantially identical terms, except that these new Notes were registered under the Securities Act of 1933, as amended.

The exchange offers, which were scheduled to expire on May 12, 2022 at 5:00 p.m., New York time, will now expire at 5:00 p.m., New York time, on May 16, 2022, unless extended by the relevant issuers. The Exchange Offers are extended in order to give Bondholders who have not yet tendered their Bonds to the exchange additional time to do so. All other terms, provisions and conditions of the Exchange Offers will remain in full force and effect. Deutsche Bank Trust Company Americas (the “Stockbroker”) has been appointed Exchange Agent for the Exchange Offers.

The Issuers have been informed by the Exchange Agent that as of 5:00 p.m., New York time, on May 12, 2022, the principal amounts of the Notes indicated in the table below had been validly tendered and not validly withdrawn:

Notes filed as of 5:00 p.m. New York

City time, May 12, 2022
Series Title/CUSIP

The principal amount

The principal amount Percentage
4.875% senior bonds due 2024 / 62947Q AZ1; N65965 BB5 $1,000,000,000 $596,774,000 59.68%
Senior Notes 5.350% due 2026 / 62947Q AX6; N65965AZ3 $500,000,000 $368,786,000 73.76%
Senior Notes 5.550% due 2028 / 62947Q AX6; N65965AZ3 $500,000,000 $278,879,000 55.78%
Senior Notes 2.700% due 2025 / 62954H AE8; N6600A AE3 $500,000,000 $404,167,000 80.83%
Senior Bonds 3.875% due 2026 / 62954H AA6; N6600A AA1 $750,000,000 $609,958,000 81.33%
Senior Notes 3.150% due 2027 / 62954H AC2; N6600A AC7 $500,000,000 $357,191,000 71.44%
4.300% Senior Notes due 2029 / 62954H AB4; N6600A AB9 $1,000,000,000 $785,263,000 78.53%
Senior Bonds 3.400% due 2030 / 62954H AD0; N6600A AD5 $1,000,000,000 $701,138,000 70.11%
2.500% Senior Notes due 2031 / 62954H AG3; N6600A AG8 $1,000,000,000 $800,356,000 80.04%
2.650% Senior Notes due 2032 / 62954H AH1; N6600A AH6 $1,000,000,000 $691,150,000 69.12%
Senior Notes 3.250% due 2041 / 62954H AF5; N6600AAF0 $1,000,000,000 $759,973,000 76.00%
3.125% Senior Notes due 2042/62954H AK4; N6600A AJ2 $500,000,000 $346,280,000 69.26%
Senior Notes 3.250% due 2051 / 62954H AM0; N6600A AK9 $500,000,000 $303,944,000 60.79%

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, and there will be no sale of securities in any state or other jurisdiction in which such offer, solicitation or sale would be illegal prior to registration. , qualification or exemption under the securities laws of such state or other jurisdiction.

About NXP

NXP Semiconductors NV (NASDAQ: NXPI) enables a smarter, safer and more sustainable world through innovation. As a global leader in secure connectivity solutions for in-vehicle applications, NXP pushes the boundaries in the automotive, industrial and IoT, mobile telephony and communications infrastructure markets. Leveraging over 60 years of combined experience and expertise, the company has approximately 31,000 employees in more than 30 countries and reported revenue of $11.06 billion in 2021.

Caution Regarding Forward-Looking Statements

This press release contains forward-looking statements which include statements regarding the offering of the Notes. By their nature, forward-looking statements are subject to numerous factors, risks and uncertainties that could cause actual results to differ materially from those projected. The following risks, among others, could affect NXP’s business and financial performance: market demand and conditions in the semiconductor industry; the ability to successfully introduce new technologies and products; demand for goods in which NXP’s products are incorporated; the potential impacts of the COVID-19 pandemic; trade disputes between the United States and China, potential increases in international trade barriers and resulting disruptions to NXP’s established supply chains; the ability to generate sufficient cash, raise sufficient capital or refinance debt at or before maturity to meet both NXP’s debt service and research and development and capital investment requirements; the ability to accurately estimate demand and scale NXP’s production capacity accordingly or source from third-party producers; access to the production of third-party outsourcing partners and any event that may affect their business or NXP’s relationship with them; the ability to secure adequate and timely supply of equipment and materials from suppliers; the ability to prevent operational problems and product defects and, should such problems arise, to correct them promptly; the ability to form strategic partnerships and joint ventures and to cooperate successfully with alliance partners; the ability to win competitive bid selection processes; the ability to develop products for use at customers’ equipment and products; the ability to successfully hire and retain key executives and senior product engineers; Russia’s invasion of Ukraine and resulting regional instability, sanctions and any other retaliatory measures taken against Russia, which could negatively impact the global supply chain, disrupt our operations or negatively impact demand for our products in our primary end markets; and, the ability to maintain good relationships with NXP’s suppliers. Readers are cautioned not to place undue reliance on forward-looking statements, which relate only to results as of the date the statements were made. Except for any continuing obligation to disclose material information as required by the United States’ federal securities laws, NXP has no intention or obligation to publicly update or revise any forward-looking statements. ‘coming. For a discussion of potential risks and uncertainties, please refer to the risk factors listed in NXP’s filings with the SEC.

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