SAN DIEGO, May 19, 2017 /PRNewswire/ -- Qualcomm
Incorporated (NASDAQ: QCOM) today announced it has priced a public
offering of senior unsecured notes in a combined aggregate
principal amount of $11.0 billion,
consisting of:
- $0.75 billion three-month LIBOR
plus 0.36% Floating Rate Notes due 2019
- $0.50 billion three-month LIBOR
plus 0.45% Floating Rate Notes due 2020
- $0.50 billion three-month LIBOR
plus 0.73% Floating Rate Notes due 2023
- $1.25 billion 1.85% Senior Notes
due 2019
- $1.50 billion 2.10% Senior Notes
due 2020
- $1.50 billion 2.60% Senior Notes
due 2023
- $1.50 billion 2.90% Senior Notes
due 2024
- $2.00 billion 3.25% Senior Notes
due 2027
- $1.50 billion 4.30% Senior Notes
due 2047
Qualcomm intends to use the proceeds to fund a portion of the
purchase price of Qualcomm's planned acquisition of NXP
Semiconductors N.V. and other related transactions as well as for
general corporate purposes. The issuance of the notes is expected
to close on or about May 26, 2017,
subject to customary closing conditions.
Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Merrill
Lynch, Pierce, Fenner & Smith Incorporated, Barclays Capital
Inc., Citigroup Global Markets Inc. and Deutsche Bank Securities
Inc. are acting as joint book-running managers for the
offering.
The offering is being made pursuant to an effective shelf
registration statement filed with the Securities and Exchange
Commission ("SEC"). The offering will be made only by means of a
prospectus supplement relating to the offering and the accompanying
base prospectus, copies of which may be obtained on the SEC website
at http://www.sec.gov, or by contacting Goldman Sachs & Co. LLC
by emailing prospectus-ny@ny.email.gs.com or calling toll-free at
1-866-471-2526; J.P. Morgan Securities LLC, by calling
collect at 212-834-4533; or Merrill Lynch, Pierce, Fenner &
Smith Incorporated, by emailing dg.prospectus_requests@baml.com or
calling toll-free 1-800-294-1322.
This press release shall not constitute an offer to sell or a
solicitation of an offer to purchase any of these Notes, and shall
not constitute an offer, solicitation or sale in any state or
jurisdiction in which such an offer, solicitation or sale would be
unlawful.
About Qualcomm
Qualcomm's technologies powered the smartphone revolution and
connected billions of people. We pioneered 3G and 4G – and now we
are leading the way to 5G and a new era of intelligent, connected
devices. Our products are revolutionizing industries, including
automotive, computing, IoT, healthcare and data center, and are
allowing millions of devices to connect with each other in ways
never before imagined. Qualcomm Incorporated includes our licensing
business, QTL, and the vast majority of our patent portfolio.
Qualcomm Technologies, Inc., a subsidiary of Qualcomm Incorporated,
operates, along with its subsidiaries, all of our engineering,
research and development functions, and all of our products and
services businesses, including, our QCT semiconductor business. For
more information, visit Qualcomm's website, OnQ blog, Twitter and
Facebook pages.
Note Regarding Forward-Looking Statements
In addition to the historical information contained herein, this
press release contains forward-looking statements that are
inherently subject to risks and uncertainties, including but not
limited to statements regarding the note offering, including the
use of proceeds from the offering and the expected closing date of
the offering. Forward-looking statements are generally identified
by words such as "estimates," "guidance," "expects," "anticipates,"
"intends," "plans," "believes," "seeks" and similar expressions.
Actual results may differ materially from those referred to in the
forward-looking statements due to a number of important factors,
including but not limited to risks that we may be unable to redeem
any or all of the Special Mandatory Redemption Notes (as defined in
the Preliminary Prospectus Supplement referenced below) in the
event of the Special Mandatory Redemption (as defined in the
Preliminary Prospectus Supplement referenced below); in the event
of a Special Mandatory Redemption, holders of the Special Mandatory
Redemption Notes may not obtain their expected return on such
notes; the notes will be effectively junior to any secured
indebtedness that we may incur in the future; we may incur
additional indebtedness ranking equal to the notes; the notes will
be effectively junior to any indebtedness and other liabilities of
our subsidiaries; the notes do not have an established trading
market, which may negatively affect their market value and a
noteholder's ability to transfer or sell their notes; ratings of
the notes may change and affect the market prices and marketability
of the notes; the amount of interest payable on the Floating Rate
Notes (as defined in the Preliminary Prospectus Supplement
referenced below) is set only once per period based on the
three-month LIBOR rate on the interest determination date, which
rate may fluctuate substantially; uncertainty relating to the LIBOR
calculation process may adversely affect the value of the Floating
Rate Notes; the financial information presented for Qualcomm and
NXP Semiconductors N.V. (NXP) may not be fully comparable due to
the different fiscal year-ends of each company; our proposed
acquisition of NXP; commercial network deployments, expansions and
upgrades of CDMA, OFDMA and other communications technologies, our
customers' and licensees' sales of products and services based on
these technologies and our customers' demand for our products and
services; competition in an environment of rapid technological
change; our dependence on a small number of customers and
licensees; our dependence on the premium-tier device segment;
attacks on our licensing business model, including current and
future legal proceedings or actions of governmental or
quasi-governmental bodies or standards or industry organizations;
potential requirements to change our patent licensing practices due
to governmental investigations and/or private legal proceedings
challenging those practices; government regulations and policies,
or adverse rulings in enforcement or other proceedings; the
enforcement and protection of our intellectual property rights; the
commercial success of our new technologies, products and services,
including our ability to extend our products into new and expanded
product areas and adjacent industry segments; risks associated with
operation and control of manufacturing facilities acquired through
the formation of our joint venture, RF360 Holdings Singapore Pte.
Ltd.; the continued and future success of our licensing programs
and the need to extend license agreements that are expiring; our
dependence on a limited number of third-party suppliers; claims by
third parties that we infringe their intellectual property;
strategic acquisitions, transactions and investments; our use of
open source software; our stock price and earnings volatility; our
indebtedness; foreign currency fluctuations; global regional or
local economic conditions that impact the industries in which we
operate; our ability to attract and retain qualified employees;
failures in our products or services or in the products or services
of our customers or licensees, including those resulting from
security vulnerabilities, defects or errors; security breaches of
our information technology systems; and potential tax liabilities.
These and other risks are set forth in the Company's Quarterly
Report on Form 10-Q for the fiscal quarter ended March 26, 2017 and Preliminary Prospectus
Supplement dated May 19, 2017 filed
with the SEC. Our reports filed with the SEC are available on our
website at www.qualcomm.com. We undertake no obligation to update,
or continue to provide information with respect to, any
forward-looking statement or risk factor, whether as a result of
new information, future events or otherwise.
Qualcomm Contacts:
Pete Lancia, Corporate
Communications
Phone: 1-858-845-5959
Email: corpcomm@qualcomm.com
John Sinnott, Investor
Relations
Phone: 1-858-658-4813
Email: ir@qualcomm.com
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SOURCE Qualcomm Incorporated