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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
May 6, 2002
Date of report (Date of earliest event reported)
ON Semiconductor Corporation
(Exact name of registrant as specified in its charter)
| Delaware (State or other jurisdiction of incorporation) |
000-30419 (Commission File Number) |
36-3840979 (I.R.S. Employer Identification Number) |
| ON Semiconductor Corporation 5005 E. McDowell Road Phoenix, Arizona (Address of principal executive offices) |
85008 (Zip Code) |
602-244-6600
(Registrant’s telephone number, including area code)
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| Item 5. Other Events. | ||||||||
| Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. | ||||||||
| SIGNATURES | ||||||||
| EXHIBIT INDEX | ||||||||
| EX-99 | ||||||||
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Item 5. Other Events.
| Attached to this Current Report as Exhibit 99 is a copy of a news release for ON Semiconductor Corporation dated May 6, 2002 titled “ON Semiconductor Completes Senior Secured Note Offering.” |
| Item 7. |
Financial Statements, Pro Forma Financial Information and Exhibits |
| (a) | Financial Statements of Businesses Acquired Not applicable. |
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| (b) | Pro Forma Financial Information Not applicable. |
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| (c) | Exhibits |
| Exhibit Number | Description | |
| 99 |
News release for ON Semiconductor Corporation dated May 6, 2002 titled “ON Semiconductor Completes Senior Secured Note Offering.” |
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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 thereunto duly authorized.
|
ON SEMICONDUCTOR CORPORATION (Registrant) |
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| Date: May 7, 2002 |
By: /S/ G. SONNY CAVE G. Sonny Cave Vice President, Secretary and General Counsel |
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EXHIBIT INDEX
| Exhibit Number | Description | |
| 99 |
News release for ON Semiconductor Corporation dated May 6, 2002 titled “ON Semiconductor Completes Senior Secured Note Offering.” |
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EXHIBIT 99
[ON logo appears here]
| Everett Tackett, APR Director Public Relations ON Semiconductor (602) 244-4534 everett.tackett@onsemi.com |
Rudy Garcia Director Investor Relations ON Semiconductor (602) 244-3437 rudy.garcia@onsemi.com |
ON Semiconductor Completes Senior Secured Note Offering
PHOENIX, Ariz. – May 6, 2002 – ON Semiconductor Corporation (Nasdaq: ONNN) today announced that it and its primary domestic operating subsidiary co-issued $300 million aggregate principal amount of senior secured notes pursuant to a Rule 144A / Regulation S offering. The senior notes were priced at 96.902% of par value, with a coupon of 12 percent, subject to adjustment under certain circumstances. The notes will mature on May 15, 2008 and are non-callable for four years. The Company used the net proceeds from the offering to prepay a portion of its term loan borrowings under its senior bank facilities.
The senior secured notes have not been registered under the Securities Act of 1933, and may not be offered or sold absent registration under the Securities Act of 1933 or an exemption from the registration requirements of the Securities Act of 1933 and applicable state securities laws. This news release does not and will not constitute an offer to sell or the solicitation of an offer to buy the senior secured notes, nor shall there be any sale of the senior secured notes in any state in which any such offer, solicitation or sale would be unlawful.
About ON Semiconductor
ON Semiconductor (Nasdaq: ONNN) offers an extensive portfolio of power and data management semiconductors and standard semiconductor components that address the design needs of today’s sophisticated electronic products, appliances and automobiles. For more information visit ON Semiconductor’s Web site at .
ON Semiconductor and the ON Semiconductor logo are registered trademarks of Semiconductor Components Industries, LLC. Although the company references its Web site in this news release, such information on the Web site is not to be incorporated herein.
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