Microchip Technology Incorporated Announces Launch of $1.35 Billion Public Offering of Depositary Shares

Microchip Technology Incorporated Announces $1.35 Billion Public Offering

Microchip Technology Incorporated, a leading provider of smart, connected, and secure embedded control solutions, has announced the launch of an underwritten public offering of $1.35 billion of depositary shares. Each depositary share represents a 1/20th interest in a share of newly issued Series A Mandatory Convertible Preferred Stock of the Company.

The offering, which is being led by J.P. Morgan, BofA Securities, and BNP Paribas, includes an option for the underwriters to purchase up to an additional $135 million of depositary shares to cover over-allotments. The net proceeds from the offering will be used to pay for capped call transactions and to repay existing debt.

Holders of the depositary shares will have proportional fractional interests in the preferred stock, which is expected to automatically convert into shares of the Company’s common stock in 2028. The terms of the preferred stock, including dividend rates and conversion terms, will be determined at the time of pricing.

In connection with the offering, Microchip will enter into capped call transactions to hedge against potential dilution to the common stock upon conversion of the preferred stock. These transactions will be conducted with the underwriters or their affiliates.

A registration statement on Form S-3 has been filed with the SEC, and the offering will be made through a prospectus supplement and accompanying prospectus. The depositary shares are expected to be listed on The Nasdaq Global Select Market under the symbol “MCHPP.”

Investors are advised that this announcement is not an offer to sell or a solicitation to buy securities in any jurisdiction where such actions are unlawful. For more information, investors can contact the lead bookrunning managers or visit the SEC’s website.

Microchip Technology Incorporated reminds investors that forward-looking statements in this press release involve risks and uncertainties that could impact actual results. Investors are encouraged to review the company’s recent filings for a detailed discussion of risk factors.

For more information, investors can contact Eric Bjornholt, CFO, at (480) 792-7804, or Sajid Daudi, Head of Investor Relations, at (480) 792-7385.