UNITED STATESSECURITIES 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): March 16, 2020
LAM RESEARCH CORPORATION
(Exact name of registrant as specified in its charter)
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| Delaware | | 0-12933 | | 94-2634797 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification Number) |
4650 Cushing Parkway
Fremont, California 94538
(Address of principal executive offices including zip code)
(510) 572-0200
(Registrant’s telephone number, including area code)
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 (see General Instruction A.2. below): |
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| ☐ | | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the Act: |
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| Title of each class | Trading Symbol | Name of each exchange on which registered |
| Common Stock, Par Value $0.001 Per Share | LRCX | The Nasdaq Stock Market
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| | | (Nasdaq Global Select Market) |
Indicate by check mark whether the registrant is an emerging growth company as defined in 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.
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Table of Contents
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| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant |
On March 16, 2020, Lam Research Corporation (the “Company”) notified JPMorgan Chase Bank, N.A., as administrative agent under the Amended and Restated Credit Agreement, dated as of November 10 2015 (as amended, restated, amended and restated, supplemented and/or otherwise modified from time to time, the “Credit Agreement”), among the Company, the lenders party thereto and the administrative agent, that the Company was requesting to borrow $1.25 billion, constituting the amount available for borrowing under the Credit Agreement.
The amount borrowed under the Credit Agreement will bear interest as provided in the Credit Agreement. The Company has chosen an interest rate (as permitted under the Credit Agreement) tied to three-month LIBOR. Based on the current rating of the Company’s non-credit enhanced, senior unsecured long-term debt, the initial interest rate for the first three-month period ending June 22, 2020 will be based on the three-month LIBOR plus a margin of 0.90%. The amount borrowed may be used by the Company for general corporate purposes. The Company may repay the amount borrowed at any time without penalty. The credit facility will mature on October 13, 2022. The borrowing will be subject to and repayable in accordance with all of the terms and conditions of the Credit Agreement, including those provisions relating to events of default and acceleration.
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.
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| Date: | March 17, 2020 | | LAM RESEARCH CORPORATION |
| | | | (Registrant) |
| | | | /s/ Douglas R. Bettinger |
| | | | Douglas R. Bettinger |
| | | | Executive Vice President, Chief Financial Officer |
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