What did Skyworks announce in this 8-K?

Skyworks reported the results of early participation in its offers to exchange Qorvo, Inc.'s 4.375% Senior Notes due 2029 and 3.375% Senior Notes due 2031 for new Skyworks notes, along with related consent solicitations, as of June 11, 2026.

How much Qorvo debt was tendered?

$760,095,000 of the 2029 Qorvo Notes (89.42% of the $850,000,000 outstanding) and $651,334,000 of the 2031 Qorvo Notes (93.05% of the $700,000,000 outstanding) were validly tendered and not validly withdrawn.

What do holders receive for exchanging their notes?

For each $1,000 principal amount validly tendered and accepted by the early participation date, holders receive $950.00 of corresponding new Skyworks notes plus a $50.00 early participation premium, along with a consent payment of approximately $2.80 (2029 notes) or $2.69 (2031 notes) per $1,000. Tenders after the early date receive only the exchange consideration.

SWKS 8-K SEC Disclosure

01—Abstract

Summary

Summary of the 8-K filed June 12, 2026. Cited figures are marked; the original filing is the authoritative source.

Skyworks Solutions, Inc. (Nasdaq: SWKS) filed this Form 8-K on June 12, 2026 under Item 8.01 (Other Events) to report results of early participation in its exchange offers and consent solicitations for Qorvo, Inc.'s outstanding notes.

As of the June 11, 2026 Early Participation Date and Consent Revocation Deadline, holders had validly tendered $760,095,000^a (89.42%) of Qorvo's 4.375% Senior Notes due 2029 (of $850,000,000 outstanding) and $651,334,000 (93.05%) of its 3.375% Senior Notes due 2031 (of $700,000,000 outstanding). Skyworks, on behalf of Qorvo, received the requisite consents, and Qorvo entered into supplemental indentures that eliminate substantially all restrictive covenants, certain affirmative covenants and certain events of default. These amendments become operative only immediately before the closing of the Mergers, or upon settlement of the relevant exchange offer, and will cease to be operative if the Mergers are not consummated.

The exchange offers offer $950.00^b of new Skyworks notes per $1,000 of Qorvo notes, plus a $50.00 early participation premium for timely tenders, with consent payments of approximately $2.80 per $1,000 for the 2029 notes and $2.69 per $1,000 for the 2031 notes. The exchange offers expire at 5:00 p.m. New York City time on September 1, 2026, unless extended, and each offer is conditioned on closing of the Mergers, a condition Skyworks may not waive.

The closing of the Mergers is not conditioned on the results of the exchange offers. The filing also incorporates a press release as Exhibit 99.1 and repeats forward-looking statement and merger-related disclosures, including the substantial additional indebtedness Skyworks expects to incur in connection with the Qorvo transactions.

02—Key points

Key Highlights

Early participation: $760,095,000 of 2029 Qorvo Notes (89.42% of $850,000,000) and $651,334,000 of 2031 Qorvo Notes (93.05% of $700,000,000) validly tendered by June 11, 2026.
Requisite consents received; Qorvo executed supplemental indentures on June 11, 2026 eliminating substantially all restrictive covenants and certain events of default, operative only upon the Mergers or exchange settlement.
Exchange consideration of $950.00 in new Skyworks notes per $1,000 of Qorvo notes, plus a $50.00 early participation premium for timely tenders.
Consent payments of approximately $2.80 per $1,000 (2029 notes) and approximately $2.69 per $1,000 (2031 notes) for holders who validly tendered by the Consent Revocation Deadline.
Exchange offers expire September 1, 2026 at 5:00 p.m. NYC time unless extended; settlement expected no earlier than the second business day after the Mergers close.
Each exchange offer is conditioned on closing of the Mergers, which Skyworks cannot waive; the Mergers closing is not conditioned on exchange offer results.
Skyworks expects to incur substantial additional indebtedness in connection with the Qorvo transactions, a risk flagged in the forward-looking statements.

03—Questions

Frequently Asked Questions

What did Skyworks announce in this 8-K?
Skyworks reported the results of early participation in its offers to exchange Qorvo, Inc.'s 4.375% Senior Notes due 2029 and 3.375% Senior Notes due 2031 for new Skyworks notes, along with related consent solicitations, as of June 11, 2026.
How much Qorvo debt was tendered?
$760,095,000 of the 2029 Qorvo Notes (89.42% of the $850,000,000 outstanding) and $651,334,000 of the 2031 Qorvo Notes (93.05% of the $700,000,000 outstanding) were validly tendered and not validly withdrawn.
When do the exchange offers expire and what happens if the Mergers do not close?
The exchange offers expire at 5:00 p.m. New York City time on September 1, 2026, unless extended. Each offer is conditioned on closing of the Mergers, and the proposed amendments will cease to be operative if the Mergers are not consummated.
What do holders receive for exchanging their notes?
For each $1,000 principal amount validly tendered and accepted by the early participation date, holders receive $950.00 of corresponding new Skyworks notes plus a $50.00 early participation premium, along with a consent payment of approximately $2.80 (2029 notes) or $2.69 (2031 notes) per $1,000. Tenders after the early date receive only the exchange consideration.

04—Continue

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