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Feb 10, 2026 8:01 AM

Microchip Technology Announces Upsize and Pricing of Offering of $800 Million of Convertible Senior Notes

CHANDLER, Ariz., Feb. 10, 2026 (GLOBE NEWSWIRE) -- (NASDAQ:MCHP) - Microchip Technology Incorporated, a leading provider of smart, connected, and secure embedded control solutions, today announced the pricing of $800 million aggregate principal amount of Convertible Senior Notes due 2030 (the "notes") in a private offering (the "offering") only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"). The size of the offering was increased from the previously announced $600 million in aggregate principal amount. Microchip also granted the initial purchasers of the notes an option to purchase, within a 13-day period beginning on, and including, the date Microchip first issues the notes, up to an additional $100 million aggregate principal amount of the notes. The sale of the notes to the initial purchasers is expected to settle on February 11, 2026, subject to customary closing conditions, and is expected to result in approximately $785.1 million in net proceeds to Microchip after deducting the initial purchasers' discounts and commissions and estimated offering expenses payable by Microchip (assuming no exercise of the initial purchasers' option to purchase additional notes).

The notes will be senior, unsecured obligations of Microchip. The notes will not bear regular interest and the principal amount of the notes will not accrete. The notes will mature on February 15, 2030, unless earlier redeemed, repurchased or converted. Microchip may not redeem the notes prior to February 20, 2029. Microchip may redeem for cash all or any portion (subject to certain limitations) of the notes, at its option, on or after February 20, 2029 and prior to the 21st scheduled trading day immediately preceding the maturity date, if the last reported sale price of Microchip's common stock ("common stock") has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which Microchip provides notice of redemption, during any 30 consecutive trading day period ending on and including the trading day preceding the date on which Microchip provides notice of redemption at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus any accrued and unpaid special interest to, but excluding, the redemption date. No sinking fund is provided for the notes, which means that Microchip is not required to redeem or retire the notes periodically.

Holders may require Microchip to repurchase the notes for cash on February 15, 2029 (the "repurchase date") at a purchase price equal to the principal amount thereof plus accrued and unpaid ...