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 24, 2008 (October 23, 2008)
FREESCALE SEMICONDUCTOR HOLDINGS I, LTD.
(Exact Name of Registrant as Specified in Charter)
| | | | |
| Bermuda | | 333-141128-05 | | 98-0522138 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
6501 William Cannon Drive West, Austin, Texas 78735
(Address of Principal Executive Offices, including Zip Code)
Registrant’s telephone number, including area code: (512) 895-2000
N/A
(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)) |
Section 2—Financial Information.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
(a) On October 23, 2008, Freescale Semiconductor, Inc., (“Freescale”) received approximately $460 million under a draw from its $750 million revolving credit facility under its $4,250,000,000 Credit Agreement, dated as of December 1, 2006, as amended, to enhance its liquidity and cash position. The terms of the Credit Agreement require borrowings outstanding under the revolving credit facility to be paid on or before December 1, 2012. A more detailed description of the Credit Agreement can be found in Freescale’s Annual Report on Form 10-K for the year ended December 31, 2007 filed with the SEC on March 13, 2008.
The $750 million revolving credit facility includes a $60 million commitment from Lehman Commercial Paper, Inc. (“LCPI”), which filed a petition under Chapter 11 of the U.S. Bankruptcy Code in the Southern District of New York on October 5, 2008. Freescale’s borrowing request for the draw on October 23, 2008, was not honored by LCPI and there can be no assurances that any future borrowing requests will be honored by LCPI.
A copy of the Credit Agreement was filed with the SEC as Exhibit 10.16 to the Registration Statement on Form S-4, filed on March 8, 2007, registration number 333-141128.
A copy of the press release announcing the $460 million draw is attached as Exhibit 99.1 to this report.
Section 9—Financial Statements and Exhibits.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| | 99.1 | Press release dated October 24, 2008. |
SIGNATURE
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.
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| FREESCALE SEMICONDUCTOR HOLDINGS I, LTD. |
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| By: | | /s/ John D. Torres |
| Name: | | John D. Torres |
| Title: | | Assistant Secretary |
Date: October 24, 2008
Exhibit Index
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Exhibit
Number | | Description |
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| 99.1 | | Press release dated October 24, 2008. |
