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CYPRESS SEMICONDUCTOR CORPORATION (NASDAQ:CY) Files An 8-K Entry into a Material Definitive Agreement

CYPRESS SEMICONDUCTOR CORPORATION (NASDAQ:CY) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01 Entry Into a Material Definitive Agreement.

Cypress Semiconductor Corporation (the Company) entered into
Amendment No.4 to the Amended and Restated Credit and Guaranty
Agreement, dated as of February17, 2017, by and among the
Company, the subsidiaries of the Company party thereto as
Guarantors, the lenders party thereto and Morgan Stanley Senior
Funding,Inc., as administrative agent (the Amendment). The
Amendment amends the Amended and Restated Credit and Guaranty
Agreement, dated as of March12, 2015, by and among the Company,
the subsidiaries of the Company party thereto as Guarantors, the
lenders party thereto, Morgan Stanley Senior Funding,Inc., as
administrative agent and as collateral agent, and Morgan Stanley
Bank, N.A., as issuing bank (as amended, modified or
supplemented, the Credit Agreement).

The Amendment reduced the applicable margin for the term loans
outstanding under the Credit Agreement. After giving effect to
the Amendment, (i)the $100.0 million aggregate principal amount
of term loans borrowed in 2015 will bear interest, at the option
of the Company, at the base rate plus an applicable margin of
2.75% or the Eurodollar rate plus an applicable margin of 3.75%,
and (ii)the $450.0 million aggregate principal amount of term
loans borrowed in 2016 will bear interest, at the option of the
Company, at the base rate plus an applicable margin of 2.75% or
the Eurodollar rate plus an applicable margin of 3.75%. In
addition, the Amendment amended the total leverage ratio
financial covenant.

Certain of the Lenders and their affiliates have engaged in, and
may in the future engage in, other commercial dealings in the
ordinary course of business with the Company or its affiliates.
They have received, or may in the future receive, customary fees
and commissions for those transactions.

The foregoing description is qualified in its entirety by
reference to the Amendment which is attached as Exhibit10.1 to
this Current Report on Form8-K and is incorporated herein by
reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

No.

Description

10.1

Amendment No.4 to the Amended and Restated Credit and
Guaranty Agreement, dated as of February17, 2017, by and
among Cypress Semiconductor Corporation, the guarantors
party thereto, the lenders party thereto, and Morgan
Stanley Senior Funding,Inc., as administrative agent.

About CYPRESS SEMICONDUCTOR CORPORATION (NASDAQ:CY)
Cypress Semiconductor Corporation delivers solutions from automotive, industrial and networking platforms to interactive consumer and mobile devices. The Company’s segments include Programmable Systems Division, Memory Products Division, Data Communications Division and Emerging Technologies Division. The Programmable Solutions Division designs and develops solutions for end-product manufacturers. The Memory Products Division designs and manufactures portfolio of high-performance memories for embedded systems. The Data Communications Division focuses on solutions for industrial, handset and consumer applications. The Emerging Technologies Division consists of its subsidiaries, AgigA Tech, Inc. and Deca Technologies, Inc. Its product portfolio includes NOR flash memories, Traveo microcontrollers, programmable system-on-chip solutions, CapSense capacitive touch-sensing controllers, and Wireless Bluetooth Low-Energy and universal serial bus (USB) connectivity solutions. CYPRESS SEMICONDUCTOR CORPORATION (NASDAQ:CY) Recent Trading Information
CYPRESS SEMICONDUCTOR CORPORATION (NASDAQ:CY) closed its last trading session 00.00 at 12.90 with 4,245,951 shares trading hands.

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