8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 27, 2011

 

 

ON Semiconductor Corporation

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   000-30419   36-3840979

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

ON Semiconductor Corporation

5005 E. McDowell Road

Phoenix, Arizona

  85008
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: 602-244-6600

Not applicable

(Former name or former address, if changed since last report.)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 8.01 Other Events.

On February 28, 2011, ON Semiconductor Corporation issued a press release announcing that it has completed its acquisition of the CMOS Image Sensor Business Unit from Cypress Semiconductor in an all cash transaction for approximately $31.4 million, subject to adjustment under the purchase agreement. A copy of the news release is attached hereto as Exhibit 99.1 and is incorporated herein by this reference.

 

Item 9.01 Financial Statements and Exhibits.

 

  (a) Financial Statements of Business Acquired

Not applicable.

 

  (b) Pro Forma Financial Information

Not applicable.

 

  (c) Shell Company Transactions

Not applicable.

 

  (d) Exhibits

 

Exhibit No.

  

Description

99.1    Press Release dated February 28, 2011 entitled “ON Semiconductor Completes Acquisition of CMOS Image Sensor Business Unit from Cypress”

 

 

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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.

 

February 28, 2011    ON SEMICONDUCTOR CORPORATION
  

(Registrant)

   By:  

/s/ DONALD A. COLVIN

 
     Donald A. Colvin
     Executive Vice President and Chief Financial Officer

 

 

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Exhibit Index

 

Exhibit No.

  

Description

99.1    Press Release dated February 28, 2011 entitled “ON Semiconductor Completes Acquisition of CMOS Image Sensor Business Unit from Cypress”

 

 

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