Davis Polk is advising the financial adviser to Microchip Technology Incorporated in connection with Microchip’s privately negotiated exchanges of $90 million aggregate principal amount of its outstanding 1.625% convertible senior subordinated notes due 2025, $589 million aggregate principal amount of its outstanding 1.625% convertible senior subordinated notes due 2027 and $408 million aggregate principal amount of its outstanding 2.250% convertible junior subordinated notes due 2037. In exchange for these notes, Microchip will issue $666 million aggregate principal amount of new 0.125% convertible senior subordinated notes due 2024 and approximately 8.5 million shares of Microchip’s common stock and pay $435 million in cash. The closing of the exchanges is subject to customary closing conditions.

Headquartered in Chandler, Arizona, Microchip is a leading provider of smart, connected and secure embedded control solutions. Its easy-to-use development tools and comprehensive product portfolio enable customers to create optimal designs, which reduce risk while lowering total system cost and time to market.

The Davis Polk corporate team includes partner Alan F. Denenberg and associates Bryan M. Quinn and Alex DeGroat. The equity derivatives team includes partner Mark J. DiFiore and counsel Justin Michael. The tax team includes partner Michael Farber and associate Ben Levenback. The intellectual property and technology transactions team includes partner Frank J. Azzopardi and associate Yifu Chen. Members of the Davis Polk team are based in the Northern California and New York offices.

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