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): May 17, 1996 TriQuint Semiconductor, Inc. -------------------------------------------------------------------- (Exact name of registrant as specified in its charter) California 0-22660 95-3654013 - ------------------------------- ------------ ------------------- (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) File Number) Identification No.) 3625A S.W. Murray Blvd., Beaverton, Oregon 97005 ------------------------------------------ ------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (503) 644-3535 ITEM 5. OTHER EVENTS TriQuint Semiconductor, Inc. (the "Company") entered into several agreements each dated May 17, 1996 in connection with a lease facility for the construction of a 187,000 square foot semiconductor manufacturing and office complex in Hillsboro, Oregon. Pursuant to that certain Participation Agreement among the Company, Wolverine Leasing Corp. ("Wolverine"), Matisse Holding Company ("Matisse") and United States National Bank of Oregon ("Bank"), Wolverine shall lease certain real property owned by Wolverine to the Company under an operating lease with an option to purchase such property. In addition, the Participation Agreement provides that Wolverine will make advances to the Company to cover the costs of certain improvements to such real property and to pay certain related financing costs, transaction costs, and other costs and expenses; Wolverine will use the proceeds of loans from the Bank and Matisse, as well as certain equity funds provided by Matisse, in order to provide the Company with such advances and such other costs and expenses. A copy of the press release, dated May 23, 1996, which publicly announces the transaction is filed herewith as Exhibit 99.1. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. a. Financial Statements: not applicable. b. Pro Forma Financial Information: not applicable. c. Exhibits: 10.16 Participation Agreement dated May 17, 1996 among the Registrant, Wolverine Leasing Corp., Matisse Holding Company and United States National Bank of Oregon. 10.17 Lease dated May 17, 1996 between the Registrant and Wolverine Leasing Corp. 99.1 Press Release dated May 23, 1996. -2- 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. TRI QUINT SEMICONDUCTOR, INC. Dated: June 14, 1996 By: /s/ JOSEPH J. MARTIN ----------------------------------- Joseph J. Martin Vice President, Finance and Administration, Chief Financial Officer and Secretary -3- INDEX TO EXHIBITS EXHIBIT NO. DESCRIPTION - ----------- ------------------------------------------------------------------- 10.16 Participation Agreement dated May 17, 1996 among the Registrant, Wolverine Leasing Corp., Matisse Holding Company and United States National Bank of Oregon. 10.17 Lease dated May 17, 1996 between the Registrant and Wolverine Leasing Corp. 99.1 Press Release dated May 23, 1996