MAXIM INTEGRATED PRODUCTS, INC. (NASDAQ:MXIM) Files An 8-K Entry into a Material Definitive Agreement

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MAXIM INTEGRATED PRODUCTS, INC. (NASDAQ:MXIM) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement.

On June 15, 2017, Maxim Integrated Products, Inc. (the Company)
completed a public offering of $500 million aggregate principal
amount of the Companys 3.450% Senior Notes due 2027. The Notes
are governed by an Indenture, dated as of June 10, 2010 (the Base
Indenture), as supplemented by a Supplemental Indenture, dated as
of June 15, 2017 (the Fourth Supplemental Indenture), each
between the Company and Wells Fargo Bank, National Association,
as trustee (as so supplemented, the Indenture).
The Notes are unsecured and unsubordinated obligations of the
Company and rank equally with all of the Companys existing and
future unsecured and unsubordinated obligations. Interest on the
Notes will be payable semiannually in arrears on June 15 and
December 15 of each year beginning on December 15, 2017.
Prior to March 15, 2027, the Company may redeem all or a portion
of the Notes at its option at any time or from time to time at a
redemption price equal to the greater of:
50% of the principal amount plus accrued and unpaid
interest to, but excluding, the redemption date; and
the sum of the present values of the remaining scheduled
payments of principal and interest (exclusive of interest
accrued to the redemption date) discounted to the
redemption date on a semiannual basis (assuming a 360-day
year consisting of twelve 30-day months) at the Treasury
Rate (as defined in the Indenture) plus 20 basis points,
plus accrued and unpaid interest on the principal amount
being redeemed to, but excluding, the redemption date.
On or after March 15, 2027, the Company may redeem all or a
portion of the Notes at any time or from time to time at a
redemption price equal to 50% of the principal amount plus
accrued and unpaid interest to, but excluding, the redemption
date.
The net proceeds of this offering were approximately $495.1
million after deducting the underwriting discounts and estimated
offering expenses payable by the Company. The Company intends to
use the net proceeds from the offering for general corporate
purposes. The Notes were offered and sold by the Company to its
registration statement on Form S-3 (File No. 333-213110) (the
Registration Statement).
The foregoing description of the Indenture does not purport to be
complete and is qualified in its entirety by reference to the
full text of the Base Indenture, which is filed as Exhibit 4.4 to
the Companys Registration Statement, filed on June 10, 2010, and
to the full text of the Fourth Supplemental Indenture, which is
filed as Exhibit 4.1 hereto. Each of the foregoing documents is
incorporated by reference herein.
In connection with the offering of the Notes, the Company is
filing as Exhibit 5.1 hereto an opinion of counsel addressing the
validity of the Notes. Such opinion is incorporated by reference
into the Registration Statement.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Description
4.1
Fourth Supplemental Indenture, dated as of June 15,
2017, between Maxim Integrated Products, Inc. and Wells
Fargo Bank, National Association, as trustee.
5.1
Opinion of Weil, Gotshal Manges LLP.



MAXIM INTEGRATED PRODUCTS INC Exhibit
EX-4.1 2 exh41supplementalindenture.htm EXHIBIT 4.1 Exhibit EXHIBIT 4.1 Fourth Supplemental IndentureMAXIM INTEGRATED PRODUCTS,…
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About MAXIM INTEGRATED PRODUCTS, INC. (NASDAQ:MXIM)

Maxim Integrated Products, Inc. is engaged in designing, developing, manufacturing and marketing a range of linear and mixed-signal integrated circuits, referred to as analog circuits. The Company also provides a range of high-frequency process technologies and capabilities for use in custom designs. The Company caters to automotive, communications and data center, computing, consumer and industrial markets. It offers a range of products, such as switching regulators, battery management, isolated power, charge pumps, linear regulators, light emitting diode (LED) drivers, motor driver integrated circuits (ICs), monitors and sequencers, transceivers, controllers and expanders, level translators, signal line protection ICs, broadband switches, powerline communications, real-time clocks, embedded security, microcontrollers, 1-Wire, iButton, data loggers, clock generation and distribution, memory products, optical, signal integrity, high-speed signaling, and display power and control.

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