8-K

NXP Semiconductors N.V. 8-K Report (Feb 11, 2013)

Filed February 11, 2013For Securities:NXPI

Summary

On February 11, 2013, NXP Semiconductors N.V. (NXPI) filed a Form 6-K to report the execution of an Underwriting Agreement on February 4, 2013. This agreement was entered into with Barclays Capital Inc. and Credit Suisse Securities (USA) LLC as underwriters, and certain selling shareholders, for the registered underwritten public offering of 30,000,000 shares of the Company's common stock. This filing signifies a significant secondary offering where existing shareholders are selling a substantial portion of their holdings. The offering is being conducted under an existing shelf registration statement, with a prospectus supplement dated February 4, 2013, outlining the terms. Investors should note that this is a sale by existing shareholders, not a sale of newly issued shares by the company itself. The key details of the offering, including the price and number of shares, are detailed within the Underwriting Agreement and associated schedules.

Key Highlights

  • 1NXP Semiconductors N.V. (NXPI) filed a Form 6-K on February 11, 2013.
  • 2The filing pertains to an Underwriting Agreement dated February 4, 2013.
  • 3The agreement is for a registered underwritten public offering of 30,000,000 shares of common stock.
  • 4The shares are being sold by 'certain selling shareholders' named in the agreement.
  • 5Barclays Capital Inc. and Credit Suisse Securities (USA) LLC are named as the underwriters.
  • 6The offering is being conducted under an existing shelf registration statement.
  • 7The transaction is a secondary offering, meaning existing shareholders are selling their shares, not the company issuing new shares.

Frequently Asked Questions

This Form 6-K filing by NXP Semiconductors N.V. primarily serves to report the execution of an Underwriting Agreement related to a public offering of the company's common stock. It signifies that a material definitive agreement has been entered into for the sale of shares.

According to the filing, the 30,000,000 shares are being sold by 'certain selling shareholders.' This indicates it is a secondary offering, where existing investors are divesting their holdings, rather than the company issuing new shares to raise capital.

The underwriters for this registered underwritten public offering are Barclays Capital Inc. and Credit Suisse Securities (USA) LLC.

The filing indicates that the 'Price per Share to the public' was $30.35, as detailed in Schedule IIIA, and the 'Purchase Price' paid by the underwriters to the selling shareholders was $30.10 per share, as noted in Section 3 of the Underwriting Agreement.