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EX-99.1 - EXHIBIT 99.1 - MICROSEMI CORPex991mscc2017acquisitionve.htm


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): October 26, 2017
 
 
MICROSEMI CORPORATION
(Exact name of registrant as specified in its charter)
 
 
Delaware
 
0-8866
 
95-2110371
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)
 
One Enterprise, Aliso Viejo, California
 
92656
(Address of principal executive offices)
 
(Zip Code)
 
Registrant’s telephone number, including area code
(949) 380-6100
  
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:
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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.   ☐
  





INFORMATION TO BE INCLUDED IN THE REPORT
  
Item 2.02 Results of Operations and Financial Condition.
Item 7.01 Regulation FD Disclosure.
On October 26, 2017, Microsemi Corporation (“Microsemi”) issued a press release announcing its proposed acquisition of the high performance timing business of Vectron International from Knowles Corporation, and restating certain of its guidance for the fourth quarter of fiscal year 2017. A copy of this press release is furnished as Exhibit 99.1 to this report.
The information furnished pursuant to Items 2.02 and 7.01 of this report, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of Microsemi under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.
 
Description
99.1
 
Press release issued on October 26, 2017





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.
 
 
MICROSEMI CORPORATION
(Registrant)
 
 
Date: October 26, 2017
By: 
/s/ John W. Hohener
 
 
John W. Hohener
Executive Vice President,
Chief Financial Officer, and
Treasurer






EXHIBIT INDEX

Exhibit No.
 
Description
 
Press release issued on October 26, 2017