1 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 AUGUST 7, 2000 (Date of earliest event reported) Commission file number: 0-22511 RF MICRO DEVICES, INC. (Exact name of registrant as specified in its charter) NORTH CAROLINA 56-1733461 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 7628 THORNDIKE ROAD GREENSBORO, NORTH CAROLINA 27409-9421 (Address of principal executive offices) (Zip code) (336) 664-1233 (Registrant's telephone number, including area code) 2 ITEM 5. OTHER EVENTS On August 7, 2000, RF Micro Devices, Inc. announced that it intends to offer, subject to market and other conditions, $250 million of Convertible Subordinated Notes due 2005 (plus an additional amount of up to $50 million at the option of the purchasers) through initial purchasers to qualified institutional buyers under Rule 144A of the Securities Act of 1933, as amended (the "Securities Act"). The notes would be convertible into RF Micro Devices' common stock at the option of the holder, at a price to be determined. The offering is expected to close in August 2000. A copy of this press release is attached as Exhibit 99.1. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits The following exhibit is filed herewith: Exhibit No. Description of Exhibit ----------- ---------------------- 99.1 Press Release dated August 7, 2000 3 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, thereunto duly authorized. RF Micro Devices, Inc. By: /s/ William A. Priddy, Jr. ------------------------------------------ William A. Priddy, Jr. Vice President, Finance and Administration and Chief Financial Officer Date: August 7, 2000