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 27, 2005
NATIONAL SEMICONDUCTOR CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 1-6453 95-2095071
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(State of Incorporation) (Commission (I.R.S. Employer
File Number) Identification Number)
2900 SEMICONDUCTOR DRIVE, P.O. BOX 58090
SANTA CLARA, CALIFORNIA 95052-8090
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(Address of Principal Executive Offices)
(408) 721-5000
(Registrant's telephone number, including area code)
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):
[ ] Written communication 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 Act (17
CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Act (17
CFR 240.13e-4(c))
NATIONAL SEMICONDUCTOR CORPORATION
Table of Contents
Page
Section 8 - Other Events
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Item 8.01 Other Events 3
Section 9 - Financial Statements and Exhibits
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Item 9.01 Financial Statements and Exhibits 3
Signature 4
Exhibits:
99.1 News release dated June 27, 2005
NATIONAL SEMICONDUCTOR CORPORATION
Item 8.01 OTHER EVENTS
On June 27, 2005, National Semiconductor Corporation announced that it has
finalized the sale of its cordless business unit to HgCapital, a private equity
investor based in London, UK. A copy of the news release is attached as Exhibit
99.1.
The information contained in Exhibit 99.1 shall not be deemed "filed" for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor
shall it be deemed incorporated by reference in any filing under the Securities
Act of 1933, as amended.
Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c ) Exhibits
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Exhibit No. Description of Exhibit
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99.1 News release dated June 27, 2005 issued by National
Semiconductor Corporation*
*This exhibit is intended to be furnished and shall not be deemed "filed" for
purposes of the Securities Exchange Act of 1934, as amended.
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.
NATIONAL SEMICONDUCTOR CORPORATION
Dated: June 28, 2005 //S// Jamie E. Samath
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Jamie E. Samath
Corporate Controller
Signing on behalf of the registrant and
as principal accounting officer
Exhibit 99.1
News Media: Financial:
Jeff Weir Long Ly
National Semiconductor National Semiconductor
(408) 721-5199 or (408) 242-4827 (408) 721-5007
jeff.weir@nsc.com invest.group@nsc.com
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National Semiconductor Completes Sale of Cordless
Business to HgCapital, a Private Investment Group in London
SANTA CLARA, CALIF., June 27, 2005 - National Semiconductor Corporation
(NYSE:NSM) today announced that it has closed the sale of its cordless business
unit to HgCapital, a private equity investor based in London, UK. The sale of
this unit, which was initially disclosed May 17 with the signing of a definitive
agreement, is consistent with National's ongoing focus on core analog
businesses.
The business unit's products include baseband and radio transceivers for
cordless telephones and basestations as well as cordless voice modules.
Pursuant to the sale, HgCapital acquired intellectual property and assets of the
cordless unit and approximately 70 employees based in 's-Hertogenbosch and
Hengelo, The Netherlands. National will continue to provide manufacturing, sales
and infrastructure support during a transition period.
National and HgCapital announced on May 17 that they had signed a definitive
agreement on the transaction and, further, that they anticipated to close the
deal during the first quarter of National's 2006 fiscal year, which started May
31, 2005.
National's financial release and conference call for the first quarter of fiscal
2006, which ends August 28, are scheduled for September 8, 2005. During the
conference call, the company will discuss financial results and forward outlook,
including the impact from the sale of this business.
About National Semiconductor
National Semiconductor, the industry's premier analog company, creates high
performance analog devices and subsystems. National's leading-edge products
include power management circuits, display drivers, audio and operational
amplifiers, communication interface products and data conversion solutions.
National's key analog markets include wireless handsets, displays and a variety
of broad electronics markets, including medical, automotive, industrial, and
test and measurement applications. Headquartered in Santa Clara, California,
National reported sales of $1.91 billion for fiscal 2005, which ended May 29,
2005. Additional company and product information is available at
www.national.com.