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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
April 22, 1998
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Date of Report (Date of earliest event reported)
ATMEL CORPORATION
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(Exact name of Registrant as specified in its charter)
California 0-19032 77-0051991
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(State or other (Commission File (I.R.S. Employer
jurisdiction of Number) Identification
incorporation) No.)
2325 Orchard Parkway
San Jose, California 95131
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(Address of principal executive offices)
(408) 441-0311
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(Registrant's telephone number, including area code)
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ATMEL CORPORATION
Information to be included in the Report
ITEM 5. OTHER EVENTS
The information which is set forth in the Registrant's Press Release dated
April 16, 1998 is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
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<CAPTION>
Exhibit No. Description
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<S> <C>
99.1 Text of Press Release dated April 16, 1998.
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SIGNATURE
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.
ATMEL CORPORATION
Date: April 22, 1998 By: /s/ J. Michael Ross
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J. Michael Ross
Vice President and General Counsel
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INDEX TO EXHIBITS FILED WITH
THE CURRENT REPORT ON FORM 8-K DATED APRIL 22, 1998
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<CAPTION>
Exhibit No. Description
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<S> <C>
99.1 Text of Press Release dated April 16, 1998.
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EXHIBIT 99.1
ATMEL PRICES OFFERING OF CONVERTIBLE SUBORDINATED DEBENTURES
SAN JOSE, Calif., April 16/PRNewswire/--Atmel Corporation (Nasdaq: ATML-news)
announced the pricing of its zero coupon convertible subordinated debentures due
2018, to be sold in a private offering to qualified institutional investors. The
debentures, priced with a yield to maturity of 5.5%, will result in gross
proceeds to the Company of approximately $100 million (excluding the proceeds of
any exercise of the over-allotment option). The Company stated that it intends
to use the net proceeds of the offering, together with existing cash, to repay
approximately $108 million outstanding under the Company's Credit Agreement with
NationsBank, N.A. The offering is expected to close on April 21, 1998. No other
terms were disclosed.
The offered debentures will not be registered under the Securities Act of 1933,
as amended, or applicable state securities laws, and may not be offered or sold
in the United States or to, or for the account or benefit of, U.S. persons
absent registration under the Securities Act and applicable state securities
laws or available exemptions from such registration requirements. Accordingly,
debentures will be offered and sold in the United States solely to qualified
institutional buyers as defined in Rule 144A under the Securities Act. Sale of
the debentures is subject to market and other conditions, and there can be no
assurance that debentures will be sold, or that the net proceeds of any sale
will not be lower than anticipated.
Headquartered in San Jose, California, with principal manufacturing facilities
in Colorado Springs, Colorado, and Rousset, France, Atmel designs, develops,
manufactures, and markets on a worldwide basis semiconductors that include:
nonvolatile and embedded memory, logic, analog and microcontroller products as
well as system-level integration (SLI) solutions.
