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Skyworks Solutions Completes $1.42B Senior Notes Exchange Following Qorvo Merger

Medium SignificanceOctober 7, 2026 at 4:39:48 PM EDT

SKYWORKS SOLUTIONS, INC.

$SWKS8-KCIK: 0000004127

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Filing Summary

Skyworks Solutions (NASDAQ: SWKS) Settles $1.42B Exchange Offer for Qorvo Notes

• Event: Completion of exchange offers and consent solicitations for outstanding Qorvo, Inc. debt. • New Notes Issued:

  • $778.096M of 4.375% Senior Notes due 2029
  • $646.805M of 3.375% Senior Notes due 2031 • Total Consideration: $1,424,901,000 aggregate principal amount. • Context: Integration following the merger between Skyworks and Qorvo, Inc.

Comprehensive Analysis

Executive Summary

On October 7, 2026, Skyworks Solutions, Inc. (NASDAQ: SWKS) settled its previously announced exchange offers and consent solicitations for outstanding senior notes previously issued by Qorvo, Inc., following the business combination of the two semiconductor companies.

In total, Skyworks issued $1,424,901,000 aggregate principal amount of new senior unsecured notes in exchange for validly tendered Qorvo notes, bringing Qorvo's debt directly onto Skyworks' parent-level capital structure.


Key Transaction Terms & Exchange Results

  1. 4.375% Senior Notes due 2029:

    • Tendered & Accepted: $779,384,000 of Qorvo 2029 Notes.
    • New Skyworks Notes Issued: $778,096,000 aggregate principal amount.
    • Maturity: October 15, 2029.
    • Coupon: 4.375% payable semi-annually on April 15 and October 15.
    • Par Call Date: July 15, 2029 (three months prior to maturity).
    • Remaining Qorvo 2029 Notes Outstanding: $70,616,000.
  2. 3.375% Senior Notes due 2031:

    • Tendered & Accepted: $647,096,000 of Qorvo 2031 Notes.
    • New Skyworks Notes Issued: $646,805,000 aggregate principal amount.
    • Maturity: April 1, 2031.
    • Coupon: 3.375% payable semi-annually.
    • Remaining Qorvo 2031 Notes Outstanding: $52,904,000.

Accepted Qorvo notes will be retired, canceled, and not reissued.


Structural and Credit Implications

  • Seniority: The New Skyworks Notes are direct senior unsecured obligations of Skyworks Solutions, Inc. They rank equally with all existing and future senior unsecured debt.
  • Subordination: The notes are structurally subordinated to all liabilities of Skyworks' operating subsidiaries and effectively subordinated to any future secured debt to the extent of collateral value.
  • Covenants & Change of Control: The notes contain standard investment-grade style covenants and include a Change of Control Repurchase Event provision, requiring a repurchase offer at 101% of principal plus accrued interest if a change of control coincides with a ratings downgrade below investment grade by both S&P and Fitch.
  • Governing Indenture: Governed by the Base Indenture dated August 10, 2026, with U.S. Bank Trust Company, National Association as Trustee, as supplemented by the Fourth and Fifth Supplemental Indentures dated October 7, 2026.
Topics:#SWKS#Skyworks#Qorvo#Semiconductors#CorporateDebt#MergersAndAcquisitions

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