SAN JOSE, Calif., Jan. 22, 2018 /PRNewswire/ -- Broadcom
Limited (NASDAQ: AVGO) ("Broadcom") today announced that the
Company has filed preliminary proxy materials with the Securities
and Exchange Commission ("SEC") in connection with a Broadcom
shareholder meeting to approve the previously announced
redomiciliation of the parent company of the Broadcom corporate
group from a Singapore company to
a Delaware corporation. The
redomiciliation is expected to be tax-free to Broadcom's
shareholders.
Broadcom currently has its U.S. operating headquarters in
San Jose, California, and employs
over 8,000 people in more than 25 states, which represents more
than half of its global workforce.
Broadcom previously announced its intent to redomicile in the
U.S. on November 2, 2017. Broadcom
expects to receive approvals by Broadcom shareholders and the
Singapore High Court by the end of its fiscal second quarter ending
May 6, 2018.
About Broadcom Limited
Broadcom Limited (NASDAQ:AVGO) is a leading designer, developer
and global supplier of a broad range of digital and analog
semiconductor connectivity solutions. Broadcom Limited's extensive
product portfolio serves four primary end markets: wired
infrastructure, wireless communications, enterprise storage and
industrial & other. Applications for our products in these end
markets include: data center networking, home connectivity, set-top
box, broadband access, telecommunications equipment, smartphones
and base stations, data center servers and storage, factory
automation, power generation and alternative energy systems, and
electronic displays.
Cautionary Note Regarding Forward-Looking
Statements
This announcement contains forward-looking statements (including
within the meaning of Section 21E of the United States Securities
Exchange Act of 1934, as amended, and Section 27A of the United
States Securities Act of 1933, as amended) concerning Broadcom.
These statements include, but are not limited to, statements that
address our expected future business and financial performance and
statements about the proposed redomiciliation and other statements
identified by words such as "will", "expect", "believe",
"anticipate", "estimate", "should", "intend", "plan", "potential",
"predict", "project", "aim", and similar words, phrases or
expressions. These forward-looking statements are based on current
expectations and beliefs of the management of Broadcom, as well as
assumptions made by, and information currently available to, such
management, current market trends and market conditions and involve
risks and uncertainties, many of which are outside Broadcom's and
management's control, and which may cause actual results to differ
materially from those contained in forward-looking statements.
Accordingly, you should not place undue reliance on such
statements.
Particular uncertainties that could materially affect future
results include risks associated with our proposed redomiciliation,
including the timing of the proposed redomiciliation and our
ability to obtain shareholder and Singapore court approvals and satisfy other
closing conditions to the completion of the proposed
redomiciliation; any loss of our significant customers and
fluctuations in the timing and volume of significant customer
demand; our dependence on contract manufacturing and outsourced
supply chain; our dependency on a limited number of suppliers; any
acquisitions we may make, such as delays, challenges and expenses
associated with receiving governmental and regulatory approvals and
satisfying other closing conditions, and with integrating acquired
companies with our existing businesses and our ability to achieve
the growth prospects and synergies expected by such acquisitions;
our ability to accurately estimate customers' demand and adjust our
manufacturing and supply chain accordingly; our significant
indebtedness, including the need to generate sufficient cash flows
to service and repay such debt; dependence on a small number of
markets and the rate of growth in these markets; dependence on and
risks associated with distributors of our products; dependence on
senior management; quarterly and annual fluctuations in our
operating results; global economic conditions and concerns; our
proposed redomiciliation of our ultimate parent company to
the United States; our competitive
performance and ability to continue achieving design wins with our
customers, as well as the timing of any design wins; prolonged
disruptions of our or our contract manufacturers' manufacturing
facilities or other significant operations; our ability to improve
our manufacturing efficiency and quality; our dependence on
outsourced service providers for certain key business services and
their ability to execute to our requirements; our ability to
maintain or improve gross margin; our overall cash tax costs,
legislation that may impact our overall cash tax costs and our
ability to maintain tax concessions in certain jurisdictions; our
ability to protect our intellectual property and the
unpredictability of any associated litigation expenses; any
expenses or reputational damage associated with resolving customer
product warranty and indemnification claims; cyclicality in the
semiconductor industry or in our target markets; our ability to
sell to new types of customers and to keep pace with technological
advances; market acceptance of the end products into which our
products are designed; and other events and trends on a national,
regional and global scale, including those of a political,
economic, business, competitive and regulatory nature.
Our filings with the Securities and Exchange Commission ("SEC"),
which you may obtain for free at the SEC's website at
http://www.sec.gov, discuss some of the important risk factors that
may affect our business, results of operations and financial
condition. We undertake no intent or obligation to publicly update
or revise any of these forward looking statements, whether as a
result of new information, future events or otherwise, except as
required by law.
Additional Information
This communication relates to a proposal which Broadcom has made
to change the place of incorporation of the parent company of its
corporate group from Singapore to
Delaware. Broadcom has filed a preliminary proxy statement on
Schedule 14A with the SEC on January 22,
2018 in connection with the solicitation of proxies
from Broadcom shareholders to approve the proposed
transaction. The definitive proxy statement (when it becomes
available) will be mailed to Broadcom shareholders. Investors
and security holders of Broadcom are urged to read the proxy
statement and other documents filed by Broadcom with the SEC
carefully in their entirety if and when they become available as
they will contain important information about the proposed
transaction. Investors and security holders will be able to
obtain free copies of these documents (if and when available) and
other documents filed with the SEC by Broadcom through the web site
maintained by the SEC at http://www.sec.gov.
This document shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such
jurisdiction. No offering of securities shall be made except
by means of a prospectus meeting the requirements of Section 10 of
the U.S. Securities Act of 1933, as amended.
Participants in Solicitation
Broadcom and its directors and executive officers and other
persons may be deemed to be participants in the solicitation of
proxies in respect of the proposed transaction. Information
regarding the persons who may, under the rules of the SEC, be
deemed participants in the solicitation is set forth in the
preliminary proxy statement concerning the proposed transaction
filed with the SEC on January 22,
2018. You can also find information about Broadcom's
directors and executive officers in Broadcom's definitive proxy
statement filed with the SEC on February
17, 2017. These documents (if and when available) may
be obtained free of charge from the SEC's website
http://www.sec.gov.
Investors:
Ashish Saran
Broadcom Limited
Investor Relations
408-433-8000
investor.relations@broadcom.com
Media:
Joele Frank / Steve Frankel / Andi
Rose
Joele Frank, Wilkinson Brimmer
Katcher
212-355-4449
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SOURCE Broadcom Limited