Form 8-K - Current report

UNITED STATES

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): June 5, 2024

NXP Semiconductors N.V.

(Exact name of Registrant as specified in charter)

Netherlands

001-34841

98-1144352

(State or other jurisdiction

of incorporation)

(Commission

file number)

(IRS employer

identification number)

60 High Tech Campus

Eindhoven

Netherlands

5656 AG

(Address of principal executive offices)

(Zip code)


	+31	40	2729999
(Registrant’s telephone number, including area code)


NA
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading symbol(s)	Number of each exchange on which registered
Common shares, EUR 0.20 par value	NXPI	The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933

(§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ¨

Item 8.01 Other Events.

On June 5, 2024, NXP Semiconductors N.V. (the “Company”) and Vanguard International Semiconductor Corporation (“VIS”) announced the intention to create a manufacturing joint-venture which will build and operate a new 300mm semiconductor wafer manufacturing facility in Singapore. The joint venture will begin construction of the initial phase of the wafer fab in the second half of 2024, pending receipt of all required regulatory approvals, with initial production available to customers during 2027. The total cost of the initial build out is anticipated to be $7.8 billion. VIS will inject $2.4 billion representing a 60 percent equity position in the joint venture and NXP will inject $1.6 billion for the remaining 40 percent equity position. VIS and NXP have agreed to contribute an additional $1.9 billion which will be utilized to support the long-term capacity infrastructure. The remaining funding including loans will be provided by third parties to the joint venture. The fab will be operated by VIS.

A copy of the joint press release issued by the Company and VIS is attached as Exhibit 99.1 to this Current Report on Form 8-K, and is incorporated by reference herein.


Item 9.01			Financial Statements and Exhibits.

(d) Exhibits

99.1			Press release dated June 5, 2024 entitled: “VIS and NXP to Establish a Joint Venture to Build and Operate a 300mm Fab”.

104			Cover Page Interactive Data File (formatted as Inline XBRL).

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.


			NXP Semiconductors N.V.

			By: /s/ Timothy Shelhamer
			Name: Timothy Shelhamer
			Title: SVP and Chief Corporate Counsel

Date: June 5, 2024

VIS and NXP to Establish a Joint Venture to Build and Operate a

300mm Fab

Hsinchu, Eindhoven, June 5, 2024 – Vanguard International Semiconductor Corporation (“VIS”, TPEx 5347) and NXP Semiconductors N.V. (“NXP”, NASDAQ: NXPI) today announce the plan to create a manufacturing joint-venture VisionPower Semiconductor Manufacturing Company Pte Ltd (“VSMC”) which will build a new 300mm semiconductor wafer manufacturing facility in Singapore. The joint-venture fab will support 130nm to 40nm mixed-signal, power management and analog products, targeting the automotive, industrial, consumer and mobile end markets. The underlying process technologies are planned to be licensed and transferred to the joint venture from TSMC.

The joint venture will begin construction of the initial phase of the wafer fab in the second half of 2024, pending receipt of all required regulatory approvals, with initial production available to customers during 2027. The joint venture will operate as an independent, commercial foundry supplier, providing assured proportional capacity to both equity partners, with an expected output of 55,000 300mm wafers per month in 2029. The joint venture will create approximately 1,500 jobs in Singapore. Upon the successful ramp of the initial phase, a second phase will be considered and developed pending commitments by both equity partners.

The total cost of the initial build out is anticipated to be $7.8 billion. VIS will inject $2.4 billion representing a 60 percent equity position in the joint venture and NXP will inject $1.6 billion for the remaining 40 percent equity position. VIS and NXP have agreed to contribute an additional $1.9 billion which will be utilized to support the long-term capacity infrastructure. The remaining funding including loans will be provided by third parties to the joint venture. The fab will be operated by VIS.

“VIS is pleased to work with leading global semiconductor company NXP to build our first 300mm fab. This project aligns with our long-term development strategies, demonstrating VIS’ commitment to meeting customer demands, and diversifying our manufacturing capabilities,” said VIS Chairman Leuh Fang. “Adhering to the vision of business sustainability, this fab will be built adopting the Singapore Green Mark standards and implementing rigorous green manufacturing measures. We will continue to create great value for our stakeholders and look forward to working with customers, suppliers, local talents, and government to continuously contribute to Singapore and the global semiconductor ecosystem.”

“NXP continues to take proactive actions to ensure it has a manufacturing base which provides competitive cost, supply control, and geographic resilience to support our long-term growth objectives,” said Kurt Sievers, NXP President and CEO. “We believe VIS is well suited and fully understands the complexities involved in building and operating together with NXP a 300mm analog mixed signal fab. The joint venture partnership we intend to create with VIS perfectly aligns within NXP’s hybrid manufacturing strategy.”

About VIS

Vanguard International Semiconductor Corporation (VIS) is a leading specialty IC foundry service provider. Since its inception in 1994 in Hsinchu Science Park, Taiwan, VIS has been achieving continuous success in its technology development and production efficiency improvement. VIS has also been consistently offering its customers cost-effective solutions and high value-added services. VIS has five 8-inch fabs in Taiwan and Singapore with a monthly capacity of about 279,000 wafers in 2023.

VIS has a total of over 6,000 employees. We are committed to adhering to our customer-oriented business philosophy to provide customers continuously improved and enhanced specialty IC foundry services. To better serve our worldwide customers, VIS has established sales offices in Taiwan and sales representatives in main IC clusters around the world.

About NXP Semiconductors

NXP Semiconductors N.V. is the trusted partner for innovative solutions in the automotive, industrial & IoT, mobile, and communications infrastructure markets. NXP's "Brighter Together" approach combines leading-edge technology with pioneering people to develop system solutions that make the connected world better, safer, and more secure. The company has operations in more than 30 countries and posted revenue of $13.28 billion in 2023. Find out more at www.nxp.com.

For further information, please contact:

VIS Investor Relations: VIS Public Relations:

Janey Liu Hui-Chung Su

cyliuc@vis.com.tw hcsuc@vis.com.tw

886-3-5770355 886-3-5770355 #1901

NXP Investor Relations: NXP Public Relations:

Jeff Palmer - Global Paige Iven – Americas and EU

jeff.palmer@nxp.com paige.iven@nxp.com

+1 408 205 0687 +1 817 975 0602

Jenny YC Chen – Asia Pacific

jenny.yc.chen@nxp.com

NXP-CORP

Cover Document	Jun. 05, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Jun. 05, 2024
Entity Registrant Name	NXP Semiconductors N.V.
Entity Incorporation, State or Country Code	P7
Entity File Number	001-34841
Entity Tax Identification Number	98-1144352
Entity Address, Address Line One	60 High Tech Campus
Entity Address, City or Town	Eindhoven
Entity Address, Country	NL
Entity Address, Postal Zip Code	5656 AG
Country Region	+31
City Area Code	40
Local Phone Number	2729999
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common shares, EUR 0.20 par value
Trading Symbol	NXPI
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0001413447
Amendment Flag	false