NXP Semiconductors Enters Material Definitive Agreement

TL;DR

NXP just signed a big deal, expect financial moves.

AI Summary

On November 21, 2024, NXP Semiconductors N.V. entered into a Material Definitive Agreement. This filing also indicates the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant. The report includes financial statements and exhibits.

Why It Matters

This filing signals a significant new contract or financial commitment for NXP Semiconductors, which could impact its future financial performance and operations.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements can introduce new financial obligations or strategic shifts that carry inherent risks.

Key Players & Entities

• NXP Semiconductors N.V. (company) — Registrant
• November 21, 2024 (date) — Date of earliest event reported
• 001-34841 (other) — Commission File Number
• High Tech Campus 60 (location) — Address of Principal Executive Offices
• Eindhoven (location) — City
• 5656 AG (location) — Zip Code

FAQ

Key Financial Figures

• $2.0 billion — he CP Program at any time not to exceed $2.0 billion. The net proceeds of issuances of the N

Filing Documents

• d904631d8k.htm (8-K) — 38KB
• d904631dex101.htm (EX-10.1) — 509KB
• d904631dex102.htm (EX-10.2) — 83KB
• d904631dex103.htm (EX-10.3) — 240KB
• 0001193125-24-263876.txt ( ) — 1137KB
• nxpi-20241121.xsd (EX-101.SCH) — 3KB
• nxpi-20241121_lab.xml (EX-101.LAB) — 17KB
• nxpi-20241121_pre.xml (EX-101.PRE) — 11KB
• d904631d8k_htm.xml (XML) — 3KB

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K includes forward-looking statements which include statements regarding the Company's expectation to enter into a second facility agreement and the intended use of proceeds for borrowings under the Facility Agreement and CP Program, as well as any other statements which are not historical facts. By their nature, forward-looking statements are subject to numerous factors, risks and uncertainties that could cause actual outcomes and results to be materially different from those projected. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak to results only as of the date the statements were made. Except for any ongoing obligation to disclose material information as required by the United States federal securities laws, the Company does not have any intention or obligation to publicly update or revise any forward-looking statements after filing this Current Report on Form 8-K, whether to reflect any future events or circumstances or otherwise. For a discussion of potential risks and uncertainties, please refer to the risk factors and other cautionary statements included in the Company's Securities and Exchange Commission (" SEC ") filings. Copies of the Company's SEC filings are available on its Investor Relations website, www.nxp.com/investor or from the SEC website, www.sec.gov . Item9.01.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1* + 640.0 Million Facility A Agreement, dated as of November 22, 2024, between NXP B.V. and European Investment Bank. 10.2 Guaranty, dated as of November 22, 2024, among NXP Semiconductors N.V., NXP Funding LLC and NXP USA, Inc., as guarantors, and European Investment Bank. 10.3 Form of Commercial Paper Dealer Agreement among NXP B.V., NXP Funding LLC and NXP USA, Inc., as issuers, NXP Semiconductors N.V., as parent guarantor, and the applicable Dealer party thereto. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). * Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish a copy of such schedules and exhibits, or any sections thereof, to the SEC upon request. + Certain identified information has been omitted from this exhibit because it is both not material and is the type that the registrant treats as private or confidential, in compliance with Item 601(b)(10) of Regulation S-K. 3 SIGNATURE 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. NXP SEMICONDUCTORS N.V. Date: November 22, 2024 By: /s/ Timothy Shelhamer Name: Timothy Shelhamer Title: SVP and Chief Corporate Counsel 4

View Full Filing

View this 8-K filing on SEC EDGAR