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United States. Securities and Exchange Commission

Marvell Technology, Inc. Completes Exchange Transactions with Noteholders

Strategic Insights

— 1 min read

Marvell Technology, Inc. announced the completion of exchange transactions with noteholders of Inphi Corporation, a wholly owned subsidiary of the company. The exchange, which was conducted on April 29, 2021, saw the delivery of 7,115,085 newly issued shares of Marvell's common stock to a limited number of noteholders in exchange for approximately $9.6 million in aggregate principal amount of Inphi's 2021 Notes and $199.5 million in aggregate principal amount of Inphi's 2025 Notes.

The exchange was conducted in connection with the previously announced acquisition of Inphi by Marvell, which was completed on April 20, 2021. The exchange shares have not been, and will not be, registered under the Securities Act of 1933 or any state securities law. Marvell does not intend to file a registration statement for resale of the exchange shares.

Key Takeaways:

  • Marvell Technology, Inc. has completed exchange transactions with noteholders of Inphi Corporation, a wholly owned subsidiary of the company.
  • The exchange saw the delivery of 7,115,085 newly issued shares of Marvell's common stock to a limited number of noteholders.
  • The exchange was conducted in exchange for approximately $9.6 million in aggregate principal amount of Inphi's 2021 Notes and $199.5 million in aggregate principal amount of Inphi's 2025 Notes.
  • The exchange shares have not been, and will not be, registered under the Securities Act of 1933 or any state securities law.
  • Marvell does not intend to file a registration statement for resale of the exchange shares.
  • The exchange was conducted in connection with the previously announced acquisition of Inphi by Marvell, which was completed on April 20, 2021.

Statistics:

  • 7,115,085: the number of newly issued shares of Marvell's common stock delivered to noteholders.
  • $9.6 million: the aggregate principal amount of Inphi's 2021 Notes exchanged.
  • $199.5 million: the aggregate principal amount of Inphi's 2025 Notes exchanged.
  • 2021: the year in which the acquisition of Inphi by Marvell was completed.
  • 2025: the year in which Inphi's 2025 Notes are due.

Sources:

  • Form 8-K filing with the Securities and Exchange Commission (SE Edgar Database, May 03, 2021)
  • Agreement and Plan of Merger and Reorganization (dated October 29, 2020)

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