8-KMaterial AgreementsFinancial EventsExhibits & Filings

Broadcom Inc. 8-K Report, Material Agreement (Apr 18, 2022)

Filed April 18, 2022For Securities:AVGO

Summary

Broadcom Inc. (AVGO) has completed the early settlement of its private offers to exchange certain outstanding notes for new 4.926% Senior Notes due 2037. This exchange effectively reduced the aggregate principal amount of several series of existing notes, including those issued by CA, Inc. and Broadcom Inc. itself, with varying interest rates and maturity dates. The company issued new senior unsecured notes, which rank equally with existing senior unsecured debt but are effectively subordinated to secured debt and structurally subordinated to subsidiary debt. This transaction signifies Broadcom's active debt management strategy, aimed at refinancing existing debt with new, potentially more favorable terms or adjusting its debt maturity profile. The new notes are subject to certain optional redemption provisions and a change of control purchase right for holders. Additionally, a registration rights agreement has been entered into, which includes provisions for additional interest payments if Broadcom fails to register the new notes within a specified timeframe, highlighting a commitment to provide liquidity or registration for these securities.

Key Highlights

  • 1Completion of early settlement for private offers to exchange existing notes for new 4.926% Senior Notes due 2037.
  • 2Significant principal amounts of various existing notes were tendered and cancelled, including 4.700% Senior Notes due 2027 (CA, Inc.), 5.000% Senior Notes due 2030, 4.750% Senior Notes due 2029, 4.110% Senior Notes due 2028, and 4.150% Senior Notes due 2030 (all issued by Broadcom or its subsidiaries).
  • 3The new 4.926% Senior Notes due 2037 are senior unsecured obligations, ranking equally with other senior unsecured debt but subordinate to secured debt and subsidiary debt.
  • 4The new notes have semi-annual interest payments on May 15 and November 15.
  • 5Optional redemption provisions exist for the new notes, including a 'make-whole' premium before three months prior to maturity and a 100% redemption price thereafter.
  • 6Holders of the new notes have the right to require Broadcom to repurchase their notes upon a Change of Control Triggering Event at 101% of the principal amount.
  • 7A Registration Rights Agreement was established, stipulating that Broadcom will use commercially reasonable efforts to register the new notes. Failure to do so may result in additional interest payments, capped at 1.000% annually.

Frequently Asked Questions

This 8-K filing announces the completion of Broadcom's early settlement of its private offers to exchange existing notes for newly issued 4.926% Senior Notes due 2037. It details the principal amounts of notes exchanged and provides information on the terms and conditions of the new notes, including their ranking, redemption provisions, and registration rights.

The exchange reduces the principal amount of several series of existing notes, thereby refinancing that portion of Broadcom's debt. The company is issuing new senior unsecured notes, which are subordinate to secured debt and debt of its subsidiaries, indicating a strategic adjustment in its capital structure and debt maturity profile.

These are senior unsecured notes due in 2037 with a 4.926% annual interest rate, paid semi-annually. They are subject to optional redemption by Broadcom, including a 'make-whole' premium before maturity. Holders also have a right to sell back the notes to Broadcom in the event of a change of control. A registration rights agreement is in place, which may lead to additional interest payments if Broadcom fails to register the notes.

The Registration Rights Agreement is important because it obligates Broadcom to eventually register the new notes, making them freely tradable under certain conditions. If Broadcom defaults on this obligation, it must pay additional interest to the holders of the new notes, up to a maximum of 1.000% per annum. This provides a form of compensation or incentive for holders if liquidity or marketability is delayed.