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Microchip Technology Incorporated (NASDAQ:MCHP), a $28.21 billion market cap semiconductor company, has entered into an agreement to issue and sell 27 million depositary shares, each representing a 1/20th interest in a share of its 7.50% Series A Mandatory Convertible Preferred Stock, with a par value of $0.001 per share. According to InvestingPro data, the company maintains strong liquidity with a current ratio of 2.25, though its stock has experienced significant volatility, down 28% over the past six months. The transaction, which closed on Monday, was conducted in accordance with an underwriting agreement with J.P. Morgan Securities LLC, BofA Securities, Inc., and BNP Paribas (OTC:BNPQY) Securities Corp. as representatives of the underwriters.
The company also granted the underwriters an option to purchase up to an additional 2.7 million depositary shares to cover over-allotments, which the underwriters exercised in full on Sunday. The offering was made pursuant to a shelf registration statement filed with the Securities and Exchange Commission (SEC) on March 19, 2025.
Concurrent with this offering, Microchip Technology filed a certificate of designations with the Secretary of State of the State of Delaware, which became effective upon filing. This establishes the preferences, limitations, and relative rights of the Preferred Stock, including dividend rights, conversion rates, and liquidation preferences.
In addition to the offering, Microchip Technology entered into capped call transactions with several financial institutions. These are expected to reduce potential dilution to the company’s common stock upon conversion of the Preferred Stock, subject to a cap initially set at $71.40 per share. These transactions, however, are separate from the depositary shares offering and do not affect the rights of the depositary shares holders.
The depositary shares began trading on the NASDAQ Global Select Market under the symbols MCHP for common stock and MCHPP for depositary shares.
This news is based on a press release statement and reflects only the facts as reported by the company in its SEC filing.
In other recent news, Microchip Technology has announced the pricing of a significant $1.35 billion public offering of preferred stock, with the net proceeds expected to be approximately $1.32 billion. This capital is primarily aimed at debt repayment, including obligations under its commercial paper program. Concurrently, Moody’s has downgraded Microchip’s senior unsecured rating from Baa1 to Baa2, citing a weakened financial profile due to decreased earnings, although the outlook has been adjusted to stable. As part of its strategic restructuring, Microchip is also selling its Tempe, Arizona-based wafer fabrication facility, known as Fab 2, to streamline operations and improve profitability. Additionally, the company has introduced the PIC32A family of microcontrollers, designed for high-performance applications across various sectors, emphasizing cost optimization and enhanced performance. The new MCUs integrate advanced features like high-speed analog peripherals and a 64-bit Floating Point Unit to support data-intensive math processing. These developments reflect Microchip’s ongoing efforts to adapt to market demands and strengthen its financial standing.
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