ATML / Atmel Corporation - Depositi SEC, Relazione annuale, dichiarazione di delega

Calculation of Filing Fee Tables Microchip Technology Incorporated (Issuer) Atmel Corporation (Subsidiary Guarantor) Microchip Holding Corporation (Subsidiary Guarantor) Microchip Technology LLC (Subsidiary Guarantor) Microsemi Corporation (Subsidiar

Exhibit 107 Calculation of Filing Fee Tables S-3 Microchip Technology Incorporated (Issuer) Atmel Corporation (Subsidiary Guarantor) Microchip Holding Corporation (Subsidiary Guarantor) Microchip Technology LLC (Subsidiary Guarantor) Microsemi Corporation (Subsidiary Guarantor) Microchip Storage Solutions LLC (Subsidiary Guarantor) Silicon Storage Technology Inc.

Microchip Technology Incorporated $1,000,000,000 4.900% Senior Notes due 2028 $1,000,000,000 5.050% Senior Notes due 2030

Table of Contents Filed Pursuant to Rule 424(b)(2) Registration File No. 333-277512 PROSPECTUS SUPPLEMENT (To prospectus dated February 29, 2024) $2,000,000,000 Microchip Technology Incorporated $1,000,000,000 4.900% Senior Notes due 2028 $1,000,000,000 5.050% Senior Notes due 2030 We are offering $1,000,000,000 aggregate principal amount of 4.900% Senior Notes due 2028 (the “2028 Notes”) and $1,0

SUBJECT TO COMPLETION, DATED DECEMBER 11, 2024 Microchip Technology Incorporated $   % Senior Notes due 20 $   % Senior Notes due 20

424B2 Table of Contents The information in this preliminary prospectus supplement is not complete and may be changed.

Calculation of Filing Fee Tables (Form Type) Microchip Technology Incorporated (Issuer) Atmel Corporation (Subsidiary Guarantor) Microchip Holding Corporation (Subsidiary Guarantor) Microchip Technology LLC (Subsidiary Guarantor) Microsemi Corporatio

Exhibit 107 Calculation of Filing Fee Tables 424(b)(2)(1) (Form Type) Microchip Technology Incorporated (Issuer) Atmel Corporation (Subsidiary Guarantor) Microchip Holding Corporation (Subsidiary Guarantor) Microchip Technology LLC (Subsidiary Guarantor) Microsemi Corporation (Subsidiary Guarantor) Microsemi Storage Solutions, Inc.

$1,000,000,000 Microchip Technology Incorporated 5.050% Senior Notes due 2029

Table of Contents Filed Pursuant to Rule 424(b)(2) Registration File No. 333-277512 PROSPECTUS SUPPLEMENT (To prospectus dated February 29, 2024) $1,000,000,000 Microchip Technology Incorporated 5.050% Senior Notes due 2029 We are offering $1,000,000,000 aggregate principal amount of Senior Notes due 2029 (the “Notes”). The Notes will bear interest at the rate of 5.050% per year. Interest on the N

SUBJECT TO COMPLETION, DATED MARCH 5, 2024 Microchip Technology Incorporated $     % Senior Notes due 20 

Table of Contents The information in this preliminary prospectus supplement is not complete and may be changed.

The following subsidiaries of Microchip Technology Incorporated (“Microchip”) may be issuers of guarantees of the registered debt securities of Microchip from time to time under that certain indenture dated February 29, 2024, by and between Microchip

Exhibit 22.1 The following subsidiaries of Microchip Technology Incorporated (“Microchip”) may be issuers of guarantees of the registered debt securities of Microchip from time to time under that certain indenture dated February 29, 2024, by and between Microchip and Computershare Trust Company, National Association, as trustee. Name of Subsidiary Jurisdiction of Organization Atmel Corporation Del

As filed with the Securities and Exchange Commission on February 29, 2024

Table of Contents As filed with the Securities and Exchange Commission on February 29, 2024 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE

Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) N

CALCULATION OF FILING FEE TABLES Form S-3 (Form Type) Microchip Technology Incorporated (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

EX-FILING FEES Exhibit 107 CALCULATION OF FILING FEE TABLES Form S-3 (Form Type) Microchip Technology Incorporated (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate A

MICROCHIP TECHNOLOGY INCORPORATED Dated as of February 29, 2024  COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION

Exhibit 4.1 MICROCHIP TECHNOLOGY INCORPORATED INDENTURE Dated as of February 29, 2024  COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION Trustee TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1 Definitions 1 Section 1.2 Other Definitions 4 Section 1.3 Incorporation by Reference of Trust Indenture Act 4 Section 1.4 Rules of Construction 5 ARTICLE II THE SECU

Atmel FORM 15

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-19032 ATMEL CORPORATION (Exact name of registrant as specified in its ch

Atmel S-8 POS

S-8 POS 1 t1600822x11s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No. 333-198877 Registration No. 333-189388 Registration No. 333-187209 Registration No. 333-177902 Registration No. 333-171262 Registration No. 333-151167 Registration No. 333-107899 Registration No. 333-88203 Registration No. 333-71881 Registration No. 333-15823 Registration N

Atmel S-8 POS

As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

Atmel S-8 POS

As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

Atmel S-8 POS

As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

Atmel S-8 POS

As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

Atmel S-8 POS

As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

Atmel S-8 POS

As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

Atmel S-8 POS

As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

Atmel S-8 POS

As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

Atmel S-8 POS

As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

Atmel S-8 POS

As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

Atmel S-8 POS

As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 4, 2016 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

BYLAWS OF HERO ACQUISITION CORPORATION TABLE OF CONTENTS

Exhibit 3.2 Note: At the Effective Time, the bylaws of Merger Sub in effect immediately prior to the Effective Time, including as amended by the certificate of amendment attached as Exhibit 3.3 to this Form 8-K, became the bylaws of Atmel. BYLAWS OF HERO ACQUISITION CORPORATION TABLE OF CONTENTS Page ARTICLE I ? MEETINGS OF STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Me

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION ATMEL CORPORATION

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ATMEL CORPORATION FIRST: The name of the corporation is Atmel Corporation (the “Corporation”). SECOND: The address of its registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, City of Wilmington, County of New Castle, Delaware 19801. The name of its registered agent at such address is The Corpora

HERO ACQUISITION CORPORATION CERTIFICATE OF AMENDMENT OF BYLAWS

Exhibit 3.3 Note: At the Effective Time, the bylaws of Merger Sub in effect immediately prior to the Effective Time, including as amended by the following certificate, became the bylaws of Atmel. HERO ACQUISITION CORPORATION CERTIFICATE OF AMENDMENT OF BYLAWS The undersigned hereby certifies as follows: 1. The undersigned is the duly elected, qualified, and acting Secretary of Hero Acquisition Cor

Submission of Matters to a Vote of Security Holders

8-K 1 t16009098k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 1, 2016 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorpor

Atmel FORM 425 (Prospectus)

Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-6 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Registration Statement Number: 333-209477 NOTICE TO OPTIONHOLDERS March 17, 2016 As you know, Atmel Corporation (?Atmel?) has agreed to be acquired by Microchip Technology Incorporated (?Microchip?) under the terms of the Agreement and Plan of Merger (the ?Merger Agreement?), with Atmel surviving as a subsidiary of Microchip.

Atmel 425 (Prospectus)

425 Filed by Microchip Technology Incorporated Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Atmel 425 (Prospectus)

425 Filed by Microchip Technology Incorporated Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Atmel 425 (Prospectus)

425 Filed by Microchip Technology Incorporated Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 atml-q4158xkpressrelease.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 29, 2016 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdictio

N E W S R E L E A S E

EX-99.1 2 ex991q415.htm EXHIBIT 99.1 Exhibit 99.1 N E W S R E L E A S E Atmel Reports Fourth Quarter and Full Year 2015 Financial Results SAN JOSE, Calif., Feb 29, 2016 - Atmel® Corporation (Nasdaq: ATML), a leader in microcontroller and touch solutions, today announced financial results for its fourth quarter ended December 31, 2015. GAAP Non-GAAP Q4 2015 Q3 2015 Q4 2014 Q4 2015 Q3 2015 Q4 2014 N

ATMEL CORPORATION SUBSIDIARIES

EX 21.1 ATMEL CORPORATION SUBSIDIARIES The following are the subsidiaries of Atmel Corporation: ACP Test Company, Inc., a Philippine company APT Property Investments, Inc., a Philippine company Atmel Asia Limited, a Hong Kong company Atmel Automotive GmbH, a German company Atmel B.V., a Dutch company Atmel Egypt LLC, an Egyptian limited liability company Atmel Egypt Holdings, LLC, a Delaware limit

Atmel 10-K (Annual Report)

10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Atmel DEFM14A

DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

ATML / Atmel Corporation / PRICE T ROWE ASSOCIATES INC /MD/ - ATML AS OF 12/31/2015 Passive Investment

SC 13G/A 1 atml13gadec15.htm ATML AS OF 12/31/2015 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6) ATMEL CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) 049513104 (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of Statement) Check the appropriate box to de

ATML / Atmel Corporation / VANGUARD GROUP INC Passive Investment

atmelcorp.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: Atmel Corp Title of Class of Securities: Common Stock CUSIP Number: 049513104 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check the appropriate box to designate th

ATML / Atmel Corporation / Ruffer LLP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

Microchip Technology 425 (Prospectus)

425 Filed by Microchip Technology Incorporated Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Atmel 425 (Prospectus)

Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 FREQUENTLY ASKED QUESTIONS Microchip Transaction: Effect on Compensation and Benefits for Non-U.

Atmel 425 (Prospectus)

Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 FREQUENTLY ASKED QUESTIONS Microchip Transaction: Effect on Compensation and Benefits for U.

Microchip Technology 425 (Prospectus)

425 Filed by Microchip Technology Incorporated Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Microchip Technology 425 (Prospectus)

Presented by: Steve Sanghi President & CEO Filed by Microchip Technology Incorporated Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Microchip Technology 425 (Prospectus)

425 Filed by Microchip Technology Incorporated Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

January 19, 2016

Exhibit 99.4 January 19, 2016 Dear Valued Atmel Supplier, Today Microchip Technology announced the signing of a definitive agreement to acquire Atmel. The transaction is subject to the approval of shareholders of Atmel, regulatory approvals and customary closing conditions. We expect the transaction to close in the second calendar quarter of 2016. Microchip is a leading provider of embedded contro

January 19, 2016

Exhibit 99.3 January 19, 2016 Dear Valued Atmel Customers and Channel Partners, Today Microchip Technology announced the signing of a definitive agreement to acquire Atmel. The transaction is subject to the approval of shareholders of Atmel, regulatory approvals and customary closing conditions. We expect the transaction to close in the second calendar quarter of 2016. Microchip is a leading provi

MICROCHIP TECHNOLOGY TO ACQUIRE ATMEL

Exhibit 99.1 N E W S R E L E A S E MICROCHIP CONTACT: J. Eric Bjornholt ? CFO??????(480) 792-7804 ATMEL CONTACT: Steve Skaggs ? CFO????.(408) 441-0311 MICROCHIP TECHNOLOGY TO ACQUIRE ATMEL ? Creates Microcontroller, Analog and IOT Powerhouse ? Immediately accretive to non-GAAP earnings per share ? Estimated $170 million in synergies in fiscal year 2019 that begins on April 1, 2018 Chandler, Arizon

Microchip Technology 425 (Prospectus)

425 Filed by Microchip Technology Incorporated Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Atmel FORM 8-K (Current Report/Significant Event)

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): January 19, 2016 atmel corporation (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File N

Additional Information

EX-99.2 4 t1600178ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 January 19, 2016 Dear Fellow Atmel Employees, Earlier today, it was announced that Atmel terminated our agreement with Dialog Semiconductor and entered into an acquisition agreement under which Microchip Technology will acquire Atmel. Microchip is a leading semiconductor manufacturer of microcontroller, mixed-signal, analog and Flash-IP soluti

January 19, 2016

Exhibit 99.4 January 19, 2016 Dear Valued Atmel Supplier, Today Microchip Technology announced the signing of a definitive agreement to acquire Atmel. The transaction is subject to the approval of shareholders of Atmel, regulatory approvals and customary closing conditions. We expect the transaction to close in the second calendar quarter of 2016. Microchip is a leading provider of embedded contro

Microchip Technology 425 (Prospectus)

425 Filed by Microchip Technology Incorporated Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

AGREEMENT AND PLAN OF MERGER MICROCHIP TECHNOLOGY INCORPORATED, HERO ACQUISITION CORPORATION ATMEL CORPORATION Dated as of January 19, 2016 TABLE OF CONTENTS

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among MICROCHIP TECHNOLOGY INCORPORATED, HERO ACQUISITION CORPORATION and ATMEL CORPORATION Dated as of January 19, 2016 TABLE OF CONTENTS Page Article I THE MERGER 1 1.1 The Merger 1 1.2 Closing 2 1.3 Effective Time 2 1.4 Effects of the Merger 2 1.5 Certificate of Incorporation and Bylaws 2 1.6 Directors and Officers of the Surviving Company 3 Article II E

January 19, 2016

EX-99.3 5 t1600178ex99-3.htm EXHIBIT 99.3 Exhibit 99.3 January 19, 2016 Dear Valued Atmel Customers and Channel Partners, Today Microchip Technology announced the signing of a definitive agreement to acquire Atmel. The transaction is subject to the approval of shareholders of Atmel, regulatory approvals and customary closing conditions. We expect the transaction to close in the second calendar qua

Atmel 425 (Prospectus)

Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 January 19, 2015 To: All Atmel Employees From: Steve Sanghi, President and CEO Subject: Welcome to Microchip! Today Microchip Technology announced the signing of a definitive agreement to acquire Atmel in a transaction that values Atmel at $8.

MICROCHIP TECHNOLOGY TO ACQUIRE ATMEL

Exhibit 99.1 N E W S R E L E A S E MICROCHIP CONTACT: J. Eric Bjornholt ? CFO??????(480) 792-7804 ATMEL CONTACT: Steve Skaggs ? CFO????.(408) 441-0311 MICROCHIP TECHNOLOGY TO ACQUIRE ATMEL ? Creates Microcontroller, Analog and IOT Powerhouse ? Immediately accretive to non-GAAP earnings per share ? Estimated $170 million in synergies in fiscal year 2019 that begins on April 1, 2018 Chandler, Arizon

Additional Information

Exhibit 99.2 January 19, 2016 Dear Fellow Atmel Employees, Earlier today, it was announced that Atmel terminated our agreement with Dialog Semiconductor and entered into an acquisition agreement under which Microchip Technology will acquire Atmel. Microchip is a leading semiconductor manufacturer of microcontroller, mixed-signal, analog and Flash-IP solutions with headquarters in the Phoenix, Ariz

AGREEMENT AND PLAN OF MERGER MICROCHIP TECHNOLOGY INCORPORATED, HERO ACQUISITION CORPORATION ATMEL CORPORATION Dated as of January 19, 2016 TABLE OF CONTENTS

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among MICROCHIP TECHNOLOGY INCORPORATED, HERO ACQUISITION CORPORATION and ATMEL CORPORATION Dated as of January 19, 2016 TABLE OF CONTENTS Page Article I THE MERGER 1 1.1 The Merger 1 1.2 Closing 2 1.3 Effective Time 2 1.4 Effects of the Merger 2 1.5 Certificate of Incorporation and Bylaws 2 1.6 Directors and Officers of the Surviving Company 3 Article II E

Microchip Technology 425 (Prospectus)

425 Filed by Microchip Technology Incorporated Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Atmel FORM 8-K (Prospectus)

425 1 t16001788k.htm FORM 8-K 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): January 19, 2016 atmel corporation (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of inc

AGREEMENT AND PLAN OF MERGER MICROCHIP TECHNOLOGY INCORPORATED, HERO ACQUISITION CORPORATION ATMEL CORPORATION Dated as of January 19, 2016 TABLE OF CONTENTS Page ARTICLE I THE MERGER 1 1.1 The Merger 1 1.2 Closing 2 1.3 Effective Time 2 1.4 Effects

EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among MICROCHIP TECHNOLOGY INCORPORATED, HERO ACQUISITION CORPORATION and ATMEL CORPORATION Dated as of January 19, 2016 TABLE OF CONTENTS Page ARTICLE I THE MERGER 1 1.1 The Merger 1 1.2 Closing 2 1.3 Effective Time 2 1.4 Effects of the Merger 2 1.5 Certificate of Incorporation and Bylaws 2 1.6 Directors and Officers of the Surviving Company 3 ARTIC

Microchip Technology FORM 8-K (Prospectus)

425 1 d117661d8k.htm FORM 8-K 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): January 19, 2016 MICROCHIP TECHNOLOGY INCORPORATED (Exact Name Of Registrant As Specified In Its Charter) Delaware 0-21184 86-0629024 (State or other Jur

Microchip Technology 425 (Prospectus)

Atmel Acquisition January 19, 2016 Filed by Microchip Technology Incorporated Pursuant to Rule 425 under the Securities Act of 1933 And deemed filed pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

MICROCHIP TECHNOLOGY TO ACQUIRE ATMEL

EX-99.1 Exhibit 99.1 NEWS RELEASE MICROCHIP CONTACT: J. Eric Bjornholt ? CFO (480) 792-7804 ATMEL CONTACT: Steve Skaggs ? CFO (408) 441-0311 MICROCHIP TECHNOLOGY TO ACQUIRE ATMEL ? Creates Microcontroller, Analog and IOT Powerhouse ? Immediately accretive to non-GAAP earnings per share ? Estimated $170 million in synergies in fiscal year 2019 that begins on April 1, 2018 Chandler, Arizona and San

Atmel 8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 13, 2016 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

N E W S R E L E A S E Atmel Reports Preliminary Fourth Quarter 2015 Results

Exhibit Exhibit 99.1 N E W S R E L E A S E Atmel Reports Preliminary Fourth Quarter 2015 Results SAN JOSE, Calif., Jan. 13, 2016 - Atmel ? Corporation (NASDAQ: ATML), a leader in microcontroller and touch solutions, today announced that it expects the following fourth quarter 2015 results: ? Revenue is expected to be between $261 and $262 million, compared to the original outlook of $266 to $286 m

N E W S R E L E A S E Atmel Board Determines That Microchip Unsolicited Proposal Constitutes a “Company Superior Proposal”

Exhibit Exhibit 99.1 N E W S R E L E A S E Atmel Board Determines That Microchip Unsolicited Proposal Constitutes a ?Company Superior Proposal? SAN JOSE, Calif., January 13, 2016 - Atmel? Corporation (Nasdaq: ATML), a leader in microcontroller and touch solutions, today announced that its Board of Directors has determined that the unsolicited acquisition proposal received from Microchip Technology

Atmel 8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 13, 2016 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Microchip Technology 425 (Prospectus)

425 Filed by Microchip Technology Incorporated Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 NEWS RELEASE INVESTOR RELATIONS CONTACT: J.

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 11, 2015 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Dialog Semiconductor PURSUANT TO RULE 425 (Prospectus)

Pursuant to Rule 425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

N E W S R E L E A S E Atmel Acknowledges Receipt of Unsolicited Proposal

Exhibit Exhibit 99.1 N E W S R E L E A S E Atmel Acknowledges Receipt of Unsolicited Proposal SAN JOSE, Calif., December 11, 2015 - Atmel ? Corporation (Nasdaq: ATML), a leader in microcontroller and touch solutions, today announced that it has received an unsolicited proposal to acquire all of the outstanding shares of Atmel common stock. Under the terms of the proposal, Atmel stockholders would

Atmel PURSUANT TO RULE 425 (Prospectus)

425 1 form425.htm PURSUANT TO RULE 425 Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 N E W S R E L E A S E Atmel Acknowledges Receipt of Unsolicited Proposal SAN JOSE, Calif., December 11, 2015 - Atmel® Corporatio

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Dialog Semiconductor FILED PURSUANT TO RULE 425 (Prospectus)

…personal …portable …connected Investor Presentation November 2015 Dialog’s Acquisition of Atmel A Global Leader in Mobile Power and IoT Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

10-Q 1 atml-2015q310q.htm Q3 2015 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period f

LETTER AGREEMENT

EX-10.2 2 ex102.htm EXHIBIT 10.2 Confidential LETTER AGREEMENT This Letter Agreement is effective as of [], 2015, by and between Atmel Corporation (together with its successors and assigns, the “Company”), and the undersigned officer of the Company (“Executive”). In consideration of Executive’s efforts to facilitate the execution, integration and management of the potential transaction being consi

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): October 28, 2015 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

N E W S R E L E A S E

Exhibit Exhibit 99.1 N E W S R E L E A S E Atmel Reports Third Quarter 2015 Financial Results SAN JOSE, Calif., Oct. 28, 2015 - Atmel? Corporation (Nasdaq: ATML), a leader in microcontroller and touch solutions, today announced financial results for its third quarter ended September 30, 2015. GAAP Non-GAAP Q3 2015 Q2 2015 Q3 2014 Q3 2015 Q2 2015 Q3 2014 Net revenue $ 286.5 $ 306.4 $ 374.5 $ 286.5

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Dialog Semiconductor 425 (Prospectus)

425 Table of Contents Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Atmel 425 (Prospectus)

Note: Atmel has made available the below Dialog press release that provides additional information regarding the transaction.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER DIALOG SEMICONDUCTOR PLC, AVENGERS ACQUISITION CORPORATION ATMEL CORPORATION Dated as of September 29, 2015 Amendment No. 1 to AGREEMENT AND PLAN OF MERGER

Exhibit 2.1 Execution Version AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER among DIALOG SEMICONDUCTOR PLC, AVENGERS ACQUISITION CORPORATION and ATMEL CORPORATION Dated as of September 29, 2015 Amendment No. 1 to AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER, dated as of September 29, 2015 (this ?Amendment?), is by and among Dialog Semiconductor plc, a company

Dialog Semiconductor 425 (Prospectus)

Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Atmel FORM 8-K (Current Report/Significant Event)

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): September 29, 2015 atmel corporation (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File

AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER DIALOG SEMICONDUCTOR PLC, AVENGERS ACQUISITION CORPORATION ATMEL CORPORATION Dated as of September 29, 2015 Amendment No. 1 to AGREEMENT AND PLAN OF MERGER

EX-2.1 2 t1502244ex2-1.htm EXHIBIT 2.1 Exhibit 2.1 Execution Version AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER among DIALOG SEMICONDUCTOR PLC, AVENGERS ACQUISITION CORPORATION and ATMEL CORPORATION Dated as of September 29, 2015 Amendment No. 1 to AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER, dated as of September 29, 2015 (this “Amendment”), is by and am

Atmel FORM 8-K (Prospectus)

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): September 29, 2015 atmel corporation (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Atmel 425 (Prospectus)

Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 … personal … portable … connected Investor Presentation September 2015 Dialog’s Acquisition of Atmel A Global Leader in Mobile Power and IoT Dialog Semiconductor © 2015 0 157 197 230 0 126 243 146 0 0 153 130 126 25 116 0 138 171 Safe Harbor This communication is not a prospectus as required by the Prospectus Directive of the European Parliament and of the Council of 4 November 2003 (No 2003/71/EC).

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Atmel 425 (Prospectus)

Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 Atmel/Dialog External Q&A Dialog Acquisition Background Q1: Who is Dialog Semiconductor? A1: Dialog Semiconductor Plc is a fabless semiconductor company focused on mixed signal products.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Atmel 425 (Prospectus)

Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 ATMEL/DIALOG ACQUISITION ANNOUNCEMENT EMPLOYEE QUESTIONS AND ANSWERS September 25, 2015 In an effort to quickly and openly share information and answers to some of the questions you may have regarding the acquisition announcement, the following Questions & Answers have been prepared.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Atmel 425 (Prospectus)

Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 ? personal ? portable ? connected Investor Presentation September 2015 Dialog?s Acquisition of Atmel A Global Leader in Mobile Power and IoT Filed by Atmel Corporation

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Atmel 425 (Prospectus)

Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 Dialog Semiconductor to acquire Atmel Transcript ? Video Made Available to Employees of Atmel Steve Laub Hi I?m Steve Laub I?m the President of Atmel Corporation, I?ve been CEO for 9 years and am very excited to be here and very exciting news for the combination of Dialog and Atmel together.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Dialog Semiconductor 425 (Prospectus)

425 1 d36971d425.htm 425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.: 000-19032 The following communication was made available by a post on Twitter by Atmel’s Chief Marketing Officer: Tweet (Dutch): Weer miljardendeal in chi

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Atmel FORM 425 (Prospectus)

Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 The following communication was made available by a post on Twitter by Atmel?s Chief Marketing Officer: Tweet (Dutch): Weer miljardendeal in chipindustrie [link to http://www.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

ARTICLE X FORUM FOR ADJUDICATING DISPUTES

Exhibit 3.1 NOW THEREFORE, it is hereby RESOLVED, that the Company?s Bylaws are hereby amended as follows: (1) The current Article X of the Company?s Bylaws shall be renumbered as Article XI. (2) The following provision shall be inserted in the Company?s Bylaws as new Article X: ARTICLE X FORUM FOR ADJUDICATING DISPUTES Unless the corporation consents in writing to the selection of an alternative

September 20, 2015

Exhibit 99.4 September 20, 2015 Dear Valued Atmel Supplier, We are excited to inform you that we have entered into a definitive agreement under which Dialog Semiconductor plc will acquire Atmel Corporation. This is a highly complementary acquisition and our belief is that bringing these two companies together will create an outstanding semiconductor franchise with the scale, technology, products a

Dialog Semiconductor to acquire Atmel for $4.6 Billion

Exhibit 99.1 Corporate News Dialog Semiconductor to acquire Atmel for $4.6 Billion · Transforms Dialog into a global leader in both Power Management and Embedded Processing with $2.7 billion of combined revenues (1); · Diversifies customer base across Mobile Power, IoT and Automotive markets; · Combines leadership positions in Power Management, Microcontrollers (MCUs), Connectivity and Security to

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Atmel FORM 8-K (Prospectus)

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): September 19, 2015 atmel corporation (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File

September 20, 2015

Exhibit 99.3 September 20, 2015 Dear Valued Customer, We are excited to inform you that we have entered into a definitive agreement under which Dialog Semiconductor plc will acquire Atmel Corporation. This is a highly complementary acquisition and our belief is that bringing these two companies together will create an excellent outcome for Atmel?s customers. Dialog is a fabless semiconductor manuf

Atmel 425 (Prospectus)

Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 Dialog Semiconductor to acquire Atmel Jose Cano Head of IR Thank you and good afternoon and good morning to everyone joining us today.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Dialog Semiconductor 425 (Prospectus)

425 1 d13104d425.htm 425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.: 0-19032 ATMEL/DIALOG ACQUISITION ANNOUNCEMENT EMPLOYEE QUESTIONS AND ANSWERS September 21, 2015 In an effort to quickly and openly share information and a

September 20, 2015

Exhibit 99.2 September 20, 2015 Dear Fellow Atmel Employee, Earlier today, we announced that we entered into a definitive agreement under which Dialog Semiconductor plc will acquire Atmel. This is a highly complementary acquisition and our belief is that in bringing our two organizations together we will create a stronger combined company with the requisite scale, technology, products and worldwid

Dialog Semiconductor to acquire Atmel for $4.6 Billion

Exhibit 99.1 Corporate News Dialog Semiconductor to acquire Atmel for $4.6 Billion · Transforms Dialog into a global leader in both Power Management and Embedded Processing with $2.7 billion of combined revenues (1); · Diversifies customer base across Mobile Power, IoT and Automotive markets; · Combines leadership positions in Power Management, Microcontrollers (MCUs), Connectivity and Security to

Dialog Semiconductor 425 (Prospectus)

Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Atmel 425 (Prospectus)

Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 September 20, 2015 Dear Valued Atmel Supplier, We are excited to inform you that we have entered into a definitive agreement under which Dialog Semiconductor plc will acquire Atmel Corporation.

Atmel 425 (Prospectus)

Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 ATMEL/DIALOG ACQUISITION ANNOUNCEMENT EMPLOYEE QUESTIONS AND ANSWERS September 21, 2015 In an effort to quickly and openly share information and answers to some of the questions you may have regarding the acquisition announcement, the following Questions & Answers have been prepared.

… personal … portable … connected Investor Presentation September 21, 2015 Dialog’s Acquisition of Atmel A Global Leader in Mobile Power and IoT

Exhibit 99.5 ? personal ? portable ? connected Investor Presentation September 21, 2015 Dialog?s Acquisition of Atmel A Global Leader in Mobile Power and IoT Dialog Semiconductor ? 2015 0 157 197 230 0 126 243 146 0 0 153 130 126 25 116 0 138 171 Safe Harbor This presentation is not a prospectus. It does not constitute or form part of an offer to sell or any invitation to purchase or subscribe for

ARTICLE X FORUM FOR ADJUDICATING DISPUTES

Exhibit 3.1 NOW THEREFORE, it is hereby RESOLVED, that the Company?s Bylaws are hereby amended as follows: (1) The current Article X of the Company?s Bylaws shall be renumbered as Article XI. (2) The following provision shall be inserted in the Company?s Bylaws as new Article X: ARTICLE X FORUM FOR ADJUDICATING DISPUTES Unless the corporation consents in writing to the selection of an alternative

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Atmel 425 (Prospectus)

425 1 t1502210x3425.htm 425 Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 Dialog Semiconductor International Media Conference Call Operator Good morning ladies and gentlemen and welcome to the Dialog Semiconductor

Atmel 425 (Prospectus)

Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 ? personal ? portable ? connected Investor Presentation September 21, 2015 Dialog?s Acquisition of Atmel A Global Leader in Mobile Power and IoT Dialog Semiconductor ? 2015 0 157 197 230 0 126 243 146 0 0 153 130 126 25 116 0 138 171 Safe Harbor This presentation is not a prospectus.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

AGREEMENT AND PLAN OF MERGER DIALOG SEMICONDUCTOR PLC, AVENGERS ACQUISITION CORPORATION ATMEL CORPORATION Dated as of September 19, 2015 Table of Contents

Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among DIALOG SEMICONDUCTOR PLC, AVENGERS ACQUISITION CORPORATION and ATMEL CORPORATION Dated as of September 19, 2015 Table of Contents Page Article I THE MERGER 2 1.1 The Merger 2 1.2 Closing 2 1.3 Effective Time 2 1.4 Effects of the Merger 2 1.5 Certificate of Incorporation and Bylaws 3 1.6 Directors and Officers of the Surviving Company

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Dialog Semiconductor 425 (Prospectus)

Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Atmel 425 (Prospectus)

Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 The following communication was made available by a post on Twitter by Atmel?s Chief Marketing Officer: Tweet: Dialog to Buy Chipmaker Atmel for $4.

Atmel FORM 8-K (Current Report/Significant Event)

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): September 19, 2015 atmel corporation (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File

September 20, 2015

Exhibit 99.2 September 20, 2015 Dear Fellow Atmel Employee, Earlier today, we announced that we entered into a definitive agreement under which Dialog Semiconductor plc will acquire Atmel. This is a highly complementary acquisition and our belief is that in bringing our two organizations together we will create a stronger combined company with the requisite scale, technology, products and worldwid

Dialog Semiconductor 425 (Prospectus)

Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

… personal … portable … connected Investor Presentation September 21, 2015 Dialog’s Acquisition of Atmel A Global Leader in Mobile Power and IoT

Exhibit 99.5 ? personal ? portable ? connected Investor Presentation September 21, 2015 Dialog?s Acquisition of Atmel A Global Leader in Mobile Power and IoT Dialog Semiconductor ? 2015 0 157 197 230 0 126 243 146 0 0 153 130 126 25 116 0 138 171 Safe Harbor This presentation is not a prospectus. It does not constitute or form part of an offer to sell or any invitation to purchase or subscribe for

AGREEMENT AND PLAN OF MERGER DIALOG SEMICONDUCTOR PLC, AVENGERS ACQUISITION CORPORATION ATMEL CORPORATION Dated as of September 19, 2015 Table of Contents

EX-2.1 2 t1502204ex2-1.htm EXHIBIT 2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among DIALOG SEMICONDUCTOR PLC, AVENGERS ACQUISITION CORPORATION and ATMEL CORPORATION Dated as of September 19, 2015 Table of Contents Page Article I THE MERGER 2 1.1 The Merger 2 1.2 Closing 2 1.3 Effective Time 2 1.4 Effects of the Merger 2 1.5 Certificate of Incorporation and Bylaws 3 1.6 Director

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Atmel 425 (Prospectus)

Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 Dialog Semiconductor to acquire Atmel Jose Cano Head of IR Thank you, and good morning to everyone joining us today.

Atmel 425 (Prospectus)

425 1 t1502195-x1425.htm 425 Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 September 20, 2015 Dear Fellow Atmel Employee, Earlier today, we announced that we entered into a definitive agreement under which Dialog

September 20, 2015

Exhibit 99.4 September 20, 2015 Dear Valued Atmel Supplier, We are excited to inform you that we have entered into a definitive agreement under which Dialog Semiconductor plc will acquire Atmel Corporation. This is a highly complementary acquisition and our belief is that bringing these two companies together will create an outstanding semiconductor franchise with the scale, technology, products a

September 20, 2015

Exhibit 99.3 September 20, 2015 Dear Valued Customer, We are excited to inform you that we have entered into a definitive agreement under which Dialog Semiconductor plc will acquire Atmel Corporation. This is a highly complementary acquisition and our belief is that bringing these two companies together will create an excellent outcome for Atmel?s customers. Dialog is a fabless semiconductor manuf

Atmel 425 (Prospectus)

Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 Atmel/Dialog External Q&A Dialog Acquisition Background Q1: Who is Dialog Semiconductor? A1: Dialog Semiconductor Plc is a fabless semiconductor company focused on mixed signal products.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Atmel 425 (Prospectus)

Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 Corporate News Dialog Semiconductor to acquire Atmel for $4.

Atmel 425 (Prospectus)

425 1 t1502195-x2425.htm 425 Filed by Atmel Corporation Pursuant to Rule 425 Under The Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File Number: 000-19032 September 20, 2015 Dear Valued Customer, We are excited to inform you that we have entered into a definitive agreement under which Dialog

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

Dialog Semiconductor 425 (Prospectus)

425 Filed by Dialog Semiconductor plc Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: Atmel Corporation Commission File No.

August 24, 2015

Exhibit 10.1 August 24, 2015 Steve Laub c/o Atmel Corporation 1600 Technology Drive San Jose, California 95110 Dear Steve: This letter sets forth the terms upon which the Board of Directors has requested, and you have agreed, to extend your retirement date; it being agreed that your employment will continue on an at-will basis for an indefinite period requiring (a) at least ninety (90) days? prior

N E W S R E L E A S E Atmel CEO Extends Retirement Date to Facilitate Completion of Strategic Evaluation Process

Exhibit 99.1 N E W S R E L E A S E Atmel CEO Extends Retirement Date to Facilitate Completion of Strategic Evaluation Process San Jose, Calif., Aug. 24, 2015 - Atmel? Corporation (Nasdaq: ATML), a global leader in microcontroller and touch solutions, today announced that Steven Laub, the Company?s Chief Executive Officer, agreed to a Board of Directors? request to extend his retirement date to fac

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 a15-1848618k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 24, 2015 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorpora

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

10-Q 1 atml-2015q210q.htm Q2'15 10Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to C

N E W S R E L E A S E

EX 99.1 Q2'15 Exhibit 99.1 N E W S R E L E A S E Atmel Reports Second Quarter 2015 Financial Results SAN JOSE, Calif., July 28, 2015 - Atmel? Corporation (Nasdaq: ATML), a leader in microcontroller and touch solutions, today announced financial results for its second quarter ended June 30, 2015. GAAP Non-GAAP Q2 2015 Q1 2015 Q2 2014 Q2 2015 Q1 2015 Q2 2014 Net revenue $ 306.4 $ 318.3 $ 355.5 $ 306

Atmel Q2'15 ATMEL EPR (Current Report/Significant Event)

ATML - Q2'15 8-K Press Release UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): July 28, 2015 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 a2015severanceseniorexecut.htm ATMEL CORPORATION AMENDED AND RESTATED SENIOR EXECUTIVE CHANGE OF CONTROL AND SE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 28, 2015 ATMEL CORPORATION (Exact name of registrant as specifi

ATMEL CORPORATION AMENDED AND RESTATED SENIOR EXECUTIVE CHANGE OF CONTROL AND SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION

EX 10.1 ATMEL CORPORATION AMENDED AND RESTATED SENIOR EXECUTIVE CHANGE OF CONTROL AND SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION 1. Introduction. The purpose of this Atmel Corporation Amended and Restated Senior Executive Change of Control and Severance Plan (the ? Plan ?) is to provide assurances of specified severance benefits to eligible employees of the Company (or a subsidiary of the Company

Conflict Minerals Report of Atmel Corporation in Accordance with Rule 13p-1 under the Securities Exchange Act of 1934

EX-1.01 2 ex101.htm CONFLICT MINERALS DISCLOSURE AND REPORT Exhibit 1.01 Conflict Minerals Report of Atmel Corporation in Accordance with Rule 13p-1 under the Securities Exchange Act of 1934 This Conflict Minerals Report (“Report”) is being filed by Atmel Corporation (“Atmel,” “we,” or the “Company”) for the year ended December 31, 2014 in compliance with Rule 13p-1 (“Rule 13p-1”) under the Securi

Atmel SD

Q2'15 Conflict Materials Disclosure UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM SD Specialized Disclosure Report ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 21, 2015 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-19032 ATMEL

N E W S R E L E A S E

EX-99.1 2 ex991q115.htm EXHIBIT 99.1 Exhibit 99.1 N E W S R E L E A S E Atmel Reports First Quarter 2015 Financial Results SAN JOSE, Calif., May 6, 2015 - Atmel® Corporation (Nasdaq: ATML), a leader in microcontroller and touch solutions, today announced financial results for its first quarter ended March 31, 2015. GAAP Non-GAAP Q1 2015 Q4 2014 Q1 2014 Q1 2015 Q4 2014 Q1 2014 Net revenue $ 318.3 $

Atmel Q1'15 ATMEL 8-K EPR (Current Report/Significant Event)

ATML - Q1'15 8-K Press Release UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 6, 2015 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

N E W S R E L E A S E

EX 99.2 Q1'15 N E W S R E L E A S E Atmel Chief Executive Officer Steven Laub to Retire SAN JOSE, Calif., May 6, 2015 - Atmel? Corporation (NASDAQ: ATML), a leader in microcontroller and touch solutions, today announced that the Company?s President and CEO, Steven Laub, has decided to retire as an officer and director as of August 31, 2015. He will continue to serve in his current capacities while

Atmel 8-K (Current Report/Significant Event)

2015 Executive Bonus Plan UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 7, 2015 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Atmel DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide

Atmel DEFINITIVE PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide

ATMEL CORPORATION SUBSIDIARIES

EX 21.1 ATMEL CORPORATION SUBSIDIARIES The following are the subsidiaries of Atmel Corporation: ACP Test Company, Inc., a Philippine company APT Property Investments, Inc., a Philippine company Atmel Asia Limited, a Hong Kong company Atmel Automotive GmbH, a German company Atmel B.V., a Dutch company Atmel Egypt LLC, an Egyptian limited liability company Atmel Egypt Holdings, LLC, a Delaware limit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-19032 ATMEL CORP

ATML / Atmel Corporation / PRICE T ROWE ASSOCIATES INC /MD/ - ATML AS OF 12/31/2014 Passive Investment

SC 13G/A 1 atml13gadec14.htm ATML AS OF 12/31/2014 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5) ATMEL CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) 049513104 (CUSIP Number) December 31, 2014 (Date of Event which Requires Filing of Statement) Check the appropriate box to de

ATML / Atmel Corporation / VANGUARD GROUP INC Passive Investment

atmelcorp.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: Atmel Corp Title of Class of Securities: Common Stock CUSIP Number: 049513104 Date of Event Which Requires Filing of this Statement: December 31, 2014 Check the appropriate box to designate th

ATML / Atmel Corporation / Ruffer LLP Passive Investment

SC 13G 1 a13gatmel20150210.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Atmel Corporation (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 049513104 (CUSIP Number) Louise Stanway, Ruffer LLP,80 Victoria Street, London SW1E 5JL UK Tel +44 20 7963 8146 (Name

N E W S R E L E A S E

EX-99.1 2 ex991q414.htm ATML Q4'14 PRESS RELEASE EXHIBIT 99.1 Exhibit 99.1 N E W S R E L E A S E Atmel Reports Fourth Quarter and Full Year 2014 Financial Results SAN JOSE, Calif., Feb. 4, 2015 - Atmel® Corporation (Nasdaq: ATML), a leader in microcontroller and touch solutions, today announced financial results for its fourth quarter ended December 31, 2014. GAAP Non-GAAP Q4 2014 Q3 2014 Q4 2013

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 4, 2015 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 atml-q1158xkbonusplan.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 11, 2014 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

10-Q 1 atml-2014q310q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to C

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): October 29, 2014 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Atmel Reports Third Quarter 2014 Financial Results

Exhibit 99.1 N E W S R E L E A S E Atmel Reports Third Quarter 2014 Financial Results SAN JOSE, Calif., October 29, 2014 - Atmel® Corporation (Nasdaq: ATML), a leader in microcontroller and touch solutions, today announced financial results for its third quarter ended September 30, 2014. GAAP Non-GAAP Q3 2014 Q2 2014 Q3 2013 Q3 2014 Q2 2014 Q3 2013 Net revenue $ 374.5 $ 355.5 $ 356.3 $ 374.5 $ 355

NEWPORT MEDIA, INC. 2005 STOCK INCENTIVE PLAN AS AMENDED AND RESTATED ON JUNE 11, 2014

Exhibit 99.1 NEWPORT MEDIA, INC. 2005 STOCK INCENTIVE PLAN AS AMENDED AND RESTATED ON JUNE 11, 2014 TABLE OF CONTENTS Page SECTION 1. ESTABLISHMENT AND PURPOSE 1 SECTION 2. ADMINISTRATION 1 (a) Committees of the Board of Directors 1 (b) Authority of the Board of Directors 1 SECTION 3. ELIGIBILITY 1 (a) General Rule 1 (b) Ten-Percent Stockholders 1 SECTION 4. STOCK SUBJECT TO PLAN 1 (a) Basic Limit

ATML / Atmel Corporation S-8 - - S-8

S-8 1 a14-210891s8.htm S-8 As filed with the Securities and Exchange Commission on September 22, 2014 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT under The Securities Act of 1933 ATMEL CORPORATION (Exact name of Registrant as specified in its charter) Delaware 77-0051991 (State or other jurisdiction of (I.R.S. Employ

AMENDMENT No. 1 TO CREDIT AGREEMENT

Exhibit 10.3 Execution Version AMENDMENT No. 1 TO CREDIT AGREEMENT AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Agreement”), dated as of June 27, 2014, to that certain Credit Agreement, dated as of December 6, 2013 (as amended, supplemented or otherwise modified prior to the date hereof, the “Credit Agreement”) among ATMEL CORPORATION, a Delaware corporation (the “Borrower”), the lenders from time t

AGREEMENT AND PLAN OF MERGER by and among ATMEL CORPORATION MARINA MCU ACQUISITION CORPORATION NEWPORT MEDIA, INC. SHAREHOLDER REPRESENTATIVE SERVICES LLC as Representative dated as of July 3, 2014 AGREEMENT AND PLAN OF MERGER

EX-10.2 2 ex102marina-mergeragreemen.htm EXHIBIT Exhibit 10.2 Execution Version Confidential AGREEMENT AND PLAN OF MERGER by and among ATMEL CORPORATION MARINA MCU ACQUISITION CORPORATION NEWPORT MEDIA, INC. and SHAREHOLDER REPRESENTATIVE SERVICES LLC as Representative dated as of July 3, 2014 AGREEMENT AND PLAN OF MERGER This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of July 3, 20

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-19032 ATMEL

N E W S R E L E A S E

Exhibit 99.1 N E W S R E L E A S E Atmel Reports Second Quarter 2014 Financial Results SAN JOSE, Calif., August 6, 2014 - Atmel® Corporation (Nasdaq: ATML), a leader in microcontroller and touch solutions, today announced financial results for its second quarter ended June 30, 2014. GAAP Non-GAAP Q2 2014 Q1 2014 Q2 2013 Q2 2014 Q1 2014 Q2 2013 Net revenue $ 355.5 $ 337.4 $ 347.8 $ 355.5 $ 337.4 $

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 6, 2014 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): July 3, 2014 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

N E W S R E L E A S E

Exhibit 99.1 N E W S R E L E A S E Atmel to Acquire Newport Media – Strengthening its Leadership Position in the IoT Market Acquisition Expands Atmel’s Wireless Portfolio to include Wi-Fi 802.11n and Bluetooth San Jose, Calif., July 7, 2014 - Atmel® Corporation (NASDAQ: ATML), a leader in microcontroller and touch technology solutions, today announced that it has signed a definitive agreement to a

Conflict Minerals Report of Atmel Corporation in Accordance with Rule 13p-1 under the Securities Exchange Act of 1934

Exhibit 1.02 Conflict Minerals Report of Atmel Corporation in Accordance with Rule 13p-1 under the Securities Exchange Act of 1934 This Conflict Minerals Report (“Report”) is being filed by Atmel Corporation (“Atmel,” “we,” or the “Company”) for the year ended December 31, 2013 in compliance with Rule 13p-1 (“Rule 13p-1”) under the Securities Exchange Act of 1934 (the “1934 Act”). Unless otherwise

- SD

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM SD Specialized Disclosure Report ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

AMENDED AND RESTATED ATMEL CORPORATION (a Delaware corporation) (effective as of May 23, 2014) AMENDED AND RESTATED BYLAWS OF ATMEL CORPORATION (a Delaware corporation) (effective as of May 23, 2014) TABLE OF CONTENTS

Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF ATMEL CORPORATION (a Delaware corporation) (effective as of May 23, 2014) AMENDED AND RESTATED BYLAWS OF ATMEL CORPORATION (a Delaware corporation) (effective as of May 23, 2014) TABLE OF CONTENTS Page ARTICLE I CORPORATE OFFICES 1 1.1 Registered Office 1 1.2 Other Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS 1 2.1 Place Of Meeting 1 2.2 Annual Meeting 1

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 22, 2014 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

10-Q 1 atml-2014q110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission fil

N E W S R E L E A S E

Exhibit 99.1 N E W S R E L E A S E Atmel Reports First Quarter 2014 Financial Results SAN JOSE, Calif., April 30, 2014 - Atmel® Corporation (Nasdaq: ATML), a leader in microcontroller and touch solutions, today announced financial results for its first quarter ended March 31, 2014. GAAP Non-GAAP Q1 2014 Q4 2013 Q1 2013 Q1 2014 Q4 2013 Q1 2013 Net revenue $ 337.4 $ 353.2 $ 329.1 $ 337.4 $ 353.2 $ 3

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 30, 2014 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

AMENDMENT NO. 3 TO AMENDED EMPLOYMENT AGREEMENT

Exhibit 10.1 AMENDMENT NO. 3 TO AMENDED EMPLOYMENT AGREEMENT This Amendment No. 3 to Amended Employment Agreement (the “Amendment”) is entered into effective as of April 8, 2014, by and between Atmel Corporation (the “Company”) and Steven Laub (“Executive”) and amends that certain Amended Employment Agreement entered into effective as of May 31, 2009, by and between the Company and Executive, as f

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 8, 2014 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

- DEFINITIVE ADDITIONAL MATERIALS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide

- DEFINITIVE PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confide

ATMEL CORPORATION SENIOR EXECUTIVE CHANGE OF CONTROL AND SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION

Exhibit 10.1 ATMEL CORPORATION SENIOR EXECUTIVE CHANGE OF CONTROL AND SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION 1. Introduction. The purpose of this Atmel Corporation Senior Executive Change of Control and Severance Plan (the “Plan”) is to provide assurances of specified severance benefits to eligible employees of the Company (or a subsidiary of the Company) whose employment is subject to being

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 atml-q1148xkbonusplan.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): March 22, 2014 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of i

ATMEL CORPORATION AMENDMENT NO. 2 TO AMENDED EMPLOYMENT AGREEMENT

Exhibit 10.2 ATMEL CORPORATION AMENDMENT NO. 2 TO AMENDED EMPLOYMENT AGREEMENT This Amendment No. 2 to Amended Employment Agreement (the “Amendment”) is entered into effective as of March 27, 2014, by and between Atmel Corporation (the “Company”) and Steven Laub (“Executive”) and amends that certain Amended Employment Agreement entered into effective as of May 31, 2009, by and between the Company

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-19032 ATMEL CORP

ATMEL CORPORATION SUBSIDIARIES

EX 21.1 ATMEL CORPORATION SUBSIDIARIES The following are the subsidiaries of Atmel Corporation: ACP Test Company, Inc., a Philippine company APT Property Investments, Inc., a Philippine company Atmel Asia Limited, a Hong Kong company Atmel Automotive GmbH, a German company Atmel B.V., a Dutch company Atmel Europe, a French company Atmel Global Sales Ltd., a Labuan company Atmel Hellas S.A., a Gree

ATML / Atmel Corporation / VANGUARD GROUP INC Passive Investment

atmelcorp.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: Atmel Corp Title of Class of Securities: Common Stock CUSIP Number: 049513104 Date of Event Which Requires Filing of this Statement: December 31, 2013 Check the appropriate box to designate th

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No.

ATMEL CORPORATION

ATMEL CORPORATION RECONCILIATION OF GAAP FINANCIAL MEASURES TO NON-GAAP FINANCIAL MEASURES (in thousands, except for per share data) (Unaudited) Three Months Ended Twelve Months Ended December 31, 2013 September 30, 2013 December 31, 2012 December 31, 2013 December 31, 2012 GAAP gross margin $ 150,928 $ 143,467 $ 131,539 $ 573,625 $ 601,319 Loss from manufacturing facility damage and shutdown 2,20

ATML / Atmel Corporation / PRICE T ROWE ASSOCIATES INC /MD/ - ATML AS OF 12/31/2013 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* ATMEL CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) 049513104 (CUSIP Number) December 31, 2013 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule i

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 5, 2014 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

N E W S R E L E A S E

Exhibit 99.1 N E W S R E L E A S E Atmel Reports Fourth Quarter and Full Year 2013 Financial Results SAN JOSE, CA, February 5, 2014 - Atmel® Corporation (Nasdaq: ATML), a leader in microcontroller and touch solutions, today announced financial results for its fourth quarter ended December 31, 2013. GAAP Non-GAAP Q4 2013 Q3 2013 Q4 2012 Q4 2013 Q3 2013 Q4 2012 Net revenue $ 353.2 $ 356.3 $ 345.1 $

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 17, 2013 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

N E W S R E L E A S E

Exhibit 99.1 N E W S R E L E A S E Atmel Closes $300 Million Revolving Credit Facility SAN JOSE, CA, December 9, 2013-Atmel® Corporation (NASDAQ: ATML), a global leader in microcontroller and touch technologies, today announced that it has closed with a group of lenders on an oversubscribed five-year, $300 million senior secured revolving credit facility led by Morgan Stanley Senior Funding, Inc.,

CREDIT AGREEMENT dated as of December 6, 2013 ATMEL CORPORATION, as the Borrower, The Lenders Party Hereto, MORGAN STANLEY SENIOR FUNDING, INC., as Administrative Agent, UNION BANK N.A., BNP PARIBAS and SUNTRUST BANK, as Co-Syndication Agents, BANK O

Exhibit 10.1 Execution Version CREDIT AGREEMENT dated as of December 6, 2013 among ATMEL CORPORATION, as the Borrower, The Lenders Party Hereto, and MORGAN STANLEY SENIOR FUNDING, INC., as Administrative Agent, UNION BANK N.A., BNP PARIBAS and SUNTRUST BANK, as Co-Syndication Agents, BANK OF AMERICA, N.A., BARCLAYS BANK PLC and HSBC BANK USA, N.A., as Co-Documentation Agents, MORGAN STANLEY SENIOR

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 6, 2013 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-19032 ATMEL CORP

N E W S R E L E A S E

Exhibit 99.1 N E W S R E L E A S E Atmel Reports Third Quarter 2013 Financial Results SAN JOSE, CA, October 30, 2013 - Atmel® Corporation (Nasdaq: ATML), a leader in microcontroller and touch solutions, today announced financial results for its third quarter ended September 30, 2013. GAAP Non-GAAP Q3 2013 Q2 2013 Q3 2012 Q3 2013 Q2 2013 Q3 2012 Net revenue $ 356.3 $ 347.8 $ 361.0 $ 356.3 $ 347.8 $

N E W S R E L E A S E Atmel Announces $300 Million Addition to Stock Repurchase Program

Exhibit 99.2 N E W S R E L E A S E Atmel Announces $300 Million Addition to Stock Repurchase Program SAN JOSE, CA, October 30, 2013 - Atmel® Corporation (NASDAQ: ATML), a leader in microcontroller and touch solutions, today announced that its Board of Directors has authorized an additional $300 million allocation of funds to its existing $700 million common stock repurchase program. Of the company

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): October 30, 2013 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

-

September 26, 2013 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

ATML / Atmel Corporation / PRICE T ROWE ASSOCIATES INC /MD/ - ATML AS OF 08/31/2013 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* ATMEL CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) 049513104 (CUSIP Number) August 31, 2013 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is

- 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 23, 2013 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

10-Q 1 atml-q21310q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file n

N E W S R E L E A S E

Exhibit 99.1 N E W S R E L E A S E Atmel Reports Second Quarter 2013 Financial Results SAN JOSE, CA, July 31, 2013 - Atmel® Corporation (Nasdaq: ATML), a leader in microcontroller and touch solutions, today announced financial results for its second quarter ended June 30, 2013. GAAP Non-GAAP Q2 2013 Q1 2013 Q2 2012 Q2 2013 Q1 2013 Q2 2012 Net revenue $ 347.8 $ 329.1 $ 368.2 $ 347.8 $ 329.1 $ 368.2

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): July 31, 2013 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

-

June 25, 2013 VIA EDGAR AND OVERNIGHT DELIVERY Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

- S-8

As filed with the Securities and Exchange Commission on June 17, 2013 Registration No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 21, 2013 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

N E W S R E L E A S E Atmel Confirms Appointment of Steve Skaggs as Permanent Chief Financial Officer

EX-99.1 2 ex991.htm EXHIBIT Exhibit 99.1 N E W S R E L E A S E Atmel Confirms Appointment of Steve Skaggs as Permanent Chief Financial Officer San Jose, CA, May 22, 2013 - Atmel® Corporation (NASDAQ: ATML), a leader in microcontroller and touch technology solutions, today announced that Steve Skaggs has been appointed as the company's permanent Senior Vice President & Chief Financial Officer, effe

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 10, 2013 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

AMENDMENT NO. 1 TO THE ATMEL CORPORATION 2005 STOCK PLAN (AS AMENDED AND RESTATED MAY 18, 2011)

EX-10.1 2 exhibit101.htm EXHIBIT EX 10.1 AMENDMENT NO. 1 TO THE ATMEL CORPORATION 2005 STOCK PLAN (AS AMENDED AND RESTATED MAY 18, 2011) The Atmel Corporation 2005 Stock Plan, as amended and restated May 18, 2011 (as amended to date, the “Plan”), is hereby amended as follows: 1. Amendments to Section 4(a). (a) The first sentence of Section 4(a) of the Plan is hereby amended by deleting the term “1

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 9, 2013 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-19032 ATMEL CORPORAT

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 1, 2013 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

N E W S R E L E A S E Atmel Reports First Quarter 2013 Financial Results

Exhibit 99.1 N E W S R E L E A S E Atmel Reports First Quarter 2013 Financial Results SAN JOSE, CA, May 1, 2013 - Atmel® Corporation (Nasdaq: ATML), a leader in microcontroller and touch solutions, today announced financial results for its first quarter ended March 31, 2013. GAAP Non-GAAP Q1 2013 Q4 2012 Q1 2012 Q1 2013 Q4 2012 Q1 2012 Net revenue $ 329.1 $ 345.1 $ 357.8 $ 329.1 $ 345.1 $ 357.8 Gr

N E W S R E L E A S E Atmel Corporation Appoints Steve Skaggs as Interim Chief Financial Officer Company Raises Midpoint of Q1 2013 Revenue Guidance

Exhibit 99.1 N E W S R E L E A S E Atmel Corporation Appoints Steve Skaggs as Interim Chief Financial Officer Company Raises Midpoint of Q1 2013 Revenue Guidance San Jose, CA, April 2, 2013 — Atmel® Corporation (NASDAQ: ATML), a leader in microcontroller and touch technology solutions, today announced that Steve Skaggs, who currently serves as Atmel’s Senior Vice President of Corporate Strategy &

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 a13-935718k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): March 27, 2013 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporati

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide

- DEF 14A

Use these links to rapidly review the document TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): March 20, 2013 ATMEL CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-19032 77-0051991 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

- S-8

As filed with the Securities and Exchange Commission on March 12, 2013 Registration No.