SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF
THE SECURITIES EXCHANGE ACT OF 1934
INTEGRATED DEVICE TECHNOLOGY, INC.
--------------------------------------------
(Exact name of Registrant as specified in its charter)
DELAWARE 94-2669985
--------------------------------- -------------------
(State of incorporation or organization) (I.R.S. Employer Identification No.)
2975 STENDER WAY
SANTA CLARA, CALIFORNIA 95054
--------------------------------- --------------------
(Address of principal executive offices) (Zip code)
If this Form relates to the If this Form relates to the
registration of a class of debt registration of a class of debt
securities and is effective upon securities and is to become
filing pursuant to General effective simultaneously with the
Instruction A(c)(1) please check effectiveness of a concurrent
the following box. [ ] registration statement under the
Securities Act of 1933 pursuant to
General Instruction A(c)(2) please
check the following box. [ ]
Securities to be registered pursuant to
Section 12(b) of the Act:
NONE.
Securities to be registeres pursuant to
Section 12(g) of the Act:
% CONVERTIBLE SUBORDINATED NOTES DUE 2002
---------------------------------------------
(Title of Class)
<PAGE>
ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The description of the % Convertible Subordinated Notes due 2002
of Registrant set forth under the caption "Description of Notes" in Registrant's
Registration Statement on Form S-3 (File No. 33-59443) as originally filed
with the Securities and Exchange Commission on May 19, 1995 or as subsequently
amended (the "Form S-3 Registration Statement"), and in the Prospectus
included in said Form S-3 Registration Statement, is hereby incorporated by
reference in response to this item.
ITEM 2. EXHIBITS.
Exhibit
Number Exhibit Title or Description
------- ----------------------------
3.01 Registrant's Restated Certificate of Incorporation
(incorporated herein by reference to Exhibit 3(a) to
the Registrant's registration statement on Form 8-B
dated September 23, 1987).
3.02 Certificate of Amendment of Registrant's Certificate of
Incorporation (incorporated herein by reference to
Exhibit 3(a) to the Registrant's registration statement
on Form 8 dated March 28, 1989).
3.03 Certificate of Designation, Preferences and Rights of
Series A Junior Participating Preferred Stock
(incorporated herein by reference to Exhibit 3(a) to
the Registrant's registration statement on Form 8 dated
March 28, 1989).
3.04 Registrant's Bylaws dated January 25, 1993
(incorporated herein by reference to Exhibit 3.4 to the
Registrant's Annual Report on Form 10-K for the fiscal
year ended March 28, 1993).
4.01 Form of Indenture between Registrant and The First
National Bank of Boston, as Trustee, including Form of
Notes (incorporated herein by reference to Exhibit 4.6
to the Registrant's Form S-3 Registration Statement).
4.02 Amended and Restated Rights Agreement dated as of
February 27, 1992, between Registrant and the First
National Bank of Boston (incorporated herein by
reference to Exhibit 4.1 to the Registrant's Current
Report on Form 8-K dated February 27, 1992).
-2-
<PAGE>
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the Registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereunto duly authorized.
INTEGRATED DEVICE TECHNOLOGY, INC.
Date: May 19, 1995 By: /s/ William D. Snyder
-------------------------------
William D. Snyder, Vice President, Finance
and Chief Financial Officer
-3-
<PAGE>
EXHIBIT INDEX
Sequentially
Number Exhibit Title or Description Numbered Page
- ------ ----------------------------- -------------
3.01 Registrant's Restated Certificate of Incorporation
(incorporated herein by reference to Exhibit 3(a)
to the Registrant's registration statement on Form
8-B dated September 23, 1987).
3.02 Certificate of Amendment of Registrant's
Certificate of Incorporation (incorporated herein
by reference to Exhibit 3(a) to the Registrant's
registration statement on Form 8 dated March 28,
1989).
3.03 Certificate of Designation, Preferences and Rights
of Series A Junior Participating Preferred Stock
(incorporated herein by reference to Exhibit 3(a)
to the Registrant's registration statement on Form
8 dated March 28, 1989).
3.04 Registrant's Bylaws dated January 25, 1993
(incorporated herein by reference to Exhibit 3.4
to the Registrant's Annual Report on Form 10-K for
the fiscal year ended March 28, 1993).
4.01 Form of Indenture between Registrant and The First
National Bank of Boston, as Trustee, including
Form of Notes (incorporated herein by reference to
Exhibit 4.6 to the Registrant's Form S-3
Registration Statement).
4.02 Amended and Restated Rights Agreement dated as of
February 27, 1992, between Registrant and the
First National Bank of Boston (incorporated herein
by reference to Exhibit 4.1 to the Registrant's
Current Report on Form 8-K dated February 27,
1992).
