<PAGE>
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 14, 2000
SEMTECH CORPORATION
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 1-6395 95-2119684
------------------ ---------------- ---------------------
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
652 Mitchell Road
Newbury Park, California 91320
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (805) 498-2111
N/A
- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE>
Item 5. Other Events.
The Registrant issued the press release, filed as Exhibit 99.1 hereto, on
February 14, 2000.
Item 7(c) Exhibits
99.1 Registrant's press release of February 14, 2000.
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.
SEMTECH CORPORATION
Date: February 14, 2000 By: /s/ John M. Baumann
-----------------------------------
John M. Baumann,
Treasurer
<PAGE>
EXHIBIT 99.1
SEMTECH CORPORATION COMPLETES PRIVATE OFFERING OF CONVERTIBLE SUBORDINATED NOTES
Newbury Park, California - February 14, 2000 - Semtech Corporation (NASDAQ:
SMTC) today announced that it has completed the private offering of $350 million
aggregate principal amount (excluding any proceeds from an over-allotment
option) of its 4 1/2% Convertible Subordinated Notes Due 2007.
The notes are convertible into the company's common stock at a conversion price
of $84.46 per share.
The Company stated that it intends to use the net proceeds of the offering for
general corporate purposes, including working capital, expansion of sales,
marketing and customer service capabilities, and product development. In
addition, the Company may use a portion of the net proceeds to acquire or invest
in complementary businesses, technologies, services or products; however, it
currently has no commitments or agreements with respect to any acquisition or
investment.
This news release does not constitute an offer to sell or the solicitation of an
offer to buy the securities. The securities offered have not been 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 absent registration
under the Securities Act and applicable state securities laws or available
exemptions from such registration requirements.