REGISTRATION RIGHTS AGREEMENT by and among Qorvo, Inc. Amalfi Semiconductor, Inc. Qorvo California, Inc. Qorvo Oregon, Inc. Qorvo US, Inc. Qorvo Texas, LLC RFMD, LLC the other Guarantors from time to time party hereto and Merrill Lynch, Pierce, Fenner...Registration Rights Agreement • March 5th, 2019 • Qorvo, Inc. • Semiconductors & related devices • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 5, 2019, by and among Qorvo, Inc., a Delaware corporation (the “Company”), Amalfi Semiconductor, Inc., Qorvo California, Inc., Qorvo Oregon, Inc., Qorvo US, Inc., Qorvo Texas, LLC, RFMD, LLC (collectively, the “Guarantors”) and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative (the “Representative”) of the initial purchasers named in Schedule A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 5.50% Senior Notes due 2026 (the “Initial Notes”), which Initial Notes will be fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement. The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
EACH OF THE SUBSIDIARY GUARANTORS NAMED ON THE SIGNATURE PAGES HERETO and MUFG UNION BANK, N.A., as Trustee ________________________________ SECOND SUPPLEMENTAL INDENTURE Dated as of March 5, 2019Qorvo, Inc. • March 5th, 2019 • Semiconductors & related devices • New York
This SECOND SUPPLEMENTAL INDENTURE, dated as of March 5, 2019 (this “Supplemental Indenture”), is among Qorvo, Inc., a Delaware corporation (the “Company”), the Subsidiary Guarantors listed on the signature pages hereto (the “Subsidiary Guarantors” and, collectively with the Company, the “Qorvo Parties”), and MUFG Union Bank, N.A., as trustee (the “Trustee”) under the Indenture referred to below.
