false0001413447 0001413447 2019-12-03 2019-12-03

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): December 3, 2019

 

 

NXP Semiconductors N.V.

(Exact name of Registrant as specified in charter)

Netherlands		001-34841		98-1144352
(State or other jurisdiction of incorporation)		(Commission file number)		(IRS employer identification number)

60 High Tech Campus
Eindhoven
Netherlands				5656 AG
(Address of principal executive offices)				(Zip code)

		+31	40	2729999
	(Registrant’s telephone number, including area code)

 

NA

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol(s)	Number of each exchange on which registered
Common shares, EUR 0.20 par value	NXPI	The Nasdaq Global Select Market

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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933

(§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).

Emerging growth company  ☐        

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act      ¨     

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8.01	Other Events.

On December 3, 2019, NXP Semiconductors N.V. (the "Company") and Marvell Technology Group Ltd. (“Marvell”) issued a joint press release announcing that all necessary regulatory approvals have been received for the Company’s acquisition of the wireless connectivity portfolio from Marvell.  The Company and Marvell expect to close the transaction in the first half of December 2019. 

A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K, and is incorporated by reference herein.

Item 9.01	Financial Statements and Exhibits.

(d) Exhibits. 

99.1	Press release dated December 3, 2019 entitled: "NXP and Marvell Announce Final Regulatory Approval and Expected Close Date for NXP's Acquisition of Marvell's Wi-Fi and Bluetooth Connectivity Assets".
104	Cover Page Interactive Data File (formatted as Inline XBRL).

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: December 3, 2019

	NXP Semiconductors N.V.
	/s/ Dr. Jean A.W. Schreurs
	Name: Dr. Jean A.W. Schreurs             SVP and Chief Corporate Counsel