UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM6-K
Report of Foreign Private Issuer
Pursuant to Rule13a-16 or15d-16
of the Securities Exchange Act of 1934
June 12, 2019
NXP Semiconductors N.V.
(Exact name of registrant as specified in charter)
The Netherlands
(Jurisdiction of incorporation or organization)
60 High Tech Campus, 5656 AG, Eindhoven, The Netherlands
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form20-F or Form40-F.
Form20-F ☒ Form40-F ☐
Indicate by check mark if the registrant is submitting the Form6-K in paper as permitted by RegulationS-T Rule 101(b)(1).
Yes ☐ No ☒
Indicate by check mark if the registrant is submitting the Form6-K in paper as permitted by RegulationS-T Rule 101(b)(7).
Yes ☐ No ☒
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule12g3-2(b) under the Securities Exchange Act of 1934.
Yes ☐ No ☒
Name and address of person authorized to receive notices
and communications from the Securities and Exchange Commission
Dr. Jean A.W. Schreurs
60 High Tech Campus
5656 AG Eindhoven — The Netherlands
On June 11, 2019 (the “Closing Date”), NXP B.V., a wholly owned, direct subsidiary of NXP Semiconductors N.V. (the “Company”), and NXP Funding LLC (together with NXP B.V., the “Borrowers”), a wholly owned, indirect subsidiary of the Company, the lenders party thereto and Barclays Bank PLC, as administrative agent, entered into a senior unsecured revolving credit facility agreement (the “Revolving Credit Agreement”), which provides for US$1,500,000,000 of revolving credit commitments, which includes a US$200,000,000sub-facility for letters of credit. The Revolving Credit Agreement is scheduled to mature on June 11, 2024 and the revolving loans (the “Revolving Loans”) will bear interest, at the option of the Borrowers, at either (x) a LIBOR rate plus an applicable margin ranging from 1.00% to 1.75% or (y) a base rate plus an applicable margin ranging from 0.0% to 0.75%, in each case, based on NXP B.V.’s senior unsecured credit rating. The Revolving Credit Agreement replaces the senior secured revolving credit facility, dated as of December 7, 2015, which was terminated on the Closing Date. Under the Revolving Credit Agreement, on the last day of each fiscal quarter, NXP B.V. must pay a commitment fee ranging from 0.125% to 0.25% based on NXP B.V.’s senior unsecured credit rating on the undrawn portion of the revolving commitments.
The proceeds of the Revolving Loans and letters of credit issued under the Revolving Credit Agreement may be used for general corporate purposes of the Borrowers and any other purpose not prohibited by the Revolving Credit Agreement and related documentation. The Revolving Credit Agreement contains customary affirmative and negative covenants and events of default, including a financial covenant requiring NXP B.V. to satisfy a 3.00 to 1.00 consolidated interest coverage ratio as of the last day of each fiscal quarter.
All present and future obligations of the Borrowers arising under and pursuant to the terms of the Revolving Credit Agreement are guaranteed pursuant to a guaranty agreement dated as of the Closing Date (the “Guaranty Agreement”) and made by the Company, and NXP USA, Inc., a wholly owned, indirect subsidiary of the Company, in favor of Barclays Bank PLC, as administrative agent.
In addition, with respect to the previously announced launch of the senior unsecured notes offering, this report contains NXP Semiconductors N.V.’s press release dated June 11, 2019 entitled: “NXP Announces Pricing of Senior Unsecured Notes Offering”.
Exhibits | ||
1. | Press release dated June 11, 2019 entitled: “NXP Announces Pricing of Senior Unsecured Notes Offering”. |
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, thereunto duly authorized at Eindhoven, on the 12th of June 2019.
NXP Semiconductors N.V. | ||
By: | s/ Dr. Jean A.W. Schreurs | |
Name: | Dr. Jean A.W. Schreurs | |
Title: | SVP and Chief Corporate Counsel |