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 2, 2008
ON Semiconductor Corporation
(Exact name of registrant as specified in its charter)
| Delaware | 000-30419 | 36-3840979 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
ON Semiconductor Corporation 5005 E. McDowell Road Phoenix, Arizona | 85008 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: 602-244-6600
Not applicable
(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-4(c)) |
| Item 8.01. | Other Events. |
On October 2, 2008, ON Semiconductor Corporation (“ON”) and Microchip Technology Incorporated (“Microchip”) held a conference call to discuss a proposal to acquire Atmel Corporation (“Atmel”). A transcript of the conference call, along with the prepared joint presentation made during the course of the conference call and posted on October 2, 2008 by ON to www.onsemi.com, are attached hereto as Exhibits 99.1 and 99.2, respectively, and are incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibit. |
| (a) | Financial Statements of Businesses Acquired |
Not applicable.
| (b) | Pro Forma Financial Information |
Not applicable.
| (c) | Shell Company Transactions |
Not applicable.
| (d) | Exhibits |
Exhibit No. | Description | |
| 99.1 | Transcript of October 2, 2008 ON Semiconductor Corporation and Microchip Technology Incorporated Conference Call | |
| 99.2 | October 2, 2008 Conference Call Joint Presentation | |
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.
| October 2, 2008 | ON SEMICONDUCTOR CORPORATION | |||||
(Registrant) | ||||||
| By: | /s/ DONALD A. COLVIN | |||||
| Donald A. Colvin | ||||||
| Executive Vice President and Chief Financial Officer | ||||||
EXHIBIT INDEX
Exhibit No. | Description | |
| 99.1 | Transcript of October 2, 2008 ON Semiconductor Corporation and Microchip Technology Incorporated Conference Call | |
| 99.2 | October 2, 2008 Conference Call Joint Presentation | |