Semtech Corp Files 8-K: Material Agreement, Debt, Equity Sales
Ticker: SMTC · Form: 8-K · Filed: Oct 10, 2025 · CIK: 88941
Sentiment: neutral
Topics: material-agreement, debt-obligation, equity-sale
TL;DR
Semtech dropped an 8-K: new debt, equity sales, and a big deal signed Oct 7th.
AI Summary
On October 7, 2025, Semtech Corporation entered into a material definitive agreement, likely related to financing or a significant transaction. The company also reported the creation of a direct financial obligation and unregistered sales of equity securities. These events are detailed in their 8-K filing submitted on October 10, 2025.
Why It Matters
This filing indicates significant financial activities for Semtech, including new obligations and equity transactions, which could impact its financial structure and shareholder value.
Risk Assessment
Risk Level: medium — The filing details material definitive agreements, financial obligations, and unregistered equity sales, suggesting potentially significant financial maneuvers that warrant investor attention.
Key Numbers
- 001-06395 — SEC File Number (Identifies Semtech's filing with the SEC.)
- 95-2119684 — IRS Employer Identification No. (Semtech's tax identification number.)
Key Players & Entities
- Semtech Corporation (company) — Registrant
- October 7, 2025 (date) — Date of earliest event reported
- October 10, 2025 (date) — Filing date
- Delaware (jurisdiction) — State of incorporation
- 200 Flynn Road, Camarillo, California 93012-8790 (address) — Principal executive offices
FAQ
What is the nature of the material definitive agreement entered into by Semtech Corporation on October 7, 2025?
The filing indicates the entry into a material definitive agreement, but the specific details of this agreement are not provided in the excerpt.
What type of direct financial obligation was created by Semtech Corporation?
The filing states the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement, but the specific details are not elaborated in the provided text.
When were the unregistered sales of equity securities by Semtech Corporation reported?
The filing reports unregistered sales of equity securities as an event occurring on or before October 7, 2025.
What is Semtech Corporation's principal executive office address?
Semtech Corporation's principal executive office is located at 200 Flynn Road, Camarillo, California 93012-8790.
What is the SIC code for Semtech Corporation?
Semtech Corporation's Standard Industrial Classification (SIC) code is 3674, which corresponds to SEMICONDUCTORS & RELATED DEVICES.
Filing Stats: 3,552 words · 14 min read · ~12 pages · Grade level 15.2 · Accepted 2025-10-10 17:05:18
Key Financial Figures
- $0.01 — ich registered Common Stock, par value $0.01 per share SMTC The Nasdaq Global Se
- $350 million — (the "Company") priced its offering of $350 million in aggregate principal amount of 0% Con
- $52.5 million — ) October 15, 2025, up to an additional $52.5 million aggregate principal amount of Notes on
- $402.5 million — regate principal amount of the Notes to $402.5 million. The Notes will mature on October 15,
- $1,000 — period") in which the trading price per $1,000 principal amount of Notes for each trad
- $101.05 — alent to an initial conversion price of $101.05 per share of common stock. The initial
- $70.91 — remium of approximately 42.50% over the $70.91 per share last reported sale price of t
- $75.0 million — all of the outstanding Notes, at least $75.0 million aggregate principal amount of Notes mus
- $391.2 m — s from this offering were approximately $391.2 million, after deducting the Initial Purc
- $220.6 million — ompany expects to use (i) approximately $220.6 million of the net proceeds from this offering,
- $219.0 million — ation for the exchange of approximately $219.0 million aggregate principal amount of the exist
- $63.1 million — 7 Notes Exchanges"), (ii) approximately $63.1 million of the net proceeds from this offering,
- $61.95 million — s the consideration for the exchange of $61.95 million aggregate principal amount of the exist
- $56.5 million — he "Exchanges") and (iii) approximately $56.5 million of the net proceeds from the offering o
- $56.3 million — from the offering of the Notes to repay $56.3 million principal amount of the term loans outs
Filing Documents
- d98782d8k.htm (8-K) — 55KB
- d98782dex41.htm (EX-4.1) — 679KB
- d98782dex101.htm (EX-10.1) — 174KB
- d98782dex991.htm (EX-99.1) — 18KB
- g98782g04z32.jpg (GRAPHIC) — 6KB
- g98782g1010115118658.jpg (GRAPHIC) — 3KB
- g98782g1010121734773.jpg (GRAPHIC) — 2KB
- g98782g1010121734976.jpg (GRAPHIC) — 2KB
- g98782g1010121735054.jpg (GRAPHIC) — 2KB
- g98782g66a37.jpg (GRAPHIC) — 5KB
- g98782g71l43.jpg (GRAPHIC) — 8KB
- 0001193125-25-237190.txt ( ) — 1270KB
- smtc-20251007.xsd (EX-101.SCH) — 3KB
- smtc-20251007_lab.xml (EX-101.LAB) — 17KB
- smtc-20251007_pre.xml (EX-101.PRE) — 11KB
- d98782d8k_htm.xml (XML) — 3KB
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 4.1 Indenture, dated as of October 10, 2025, between Semtech Corporation, the subsidiary guarantors party thereto and U.S. Bank Trust Company, National Association, as trustee. 4.2 Form of 0% Convertible Senior Notes due 2030 (included in Exhibit 4.1). 10.1 Form of Capped Call Confirmation. 99.1 Press release issued by Semtech Corporation, dated October 8, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
SIGNATURES
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. SEMTECH CORPORATION Date: October 10, 2025 /s/ Mark Lin Name: Mark Lin Title: Chief Financial Officer