Fairchild Announces Common Stock Offering

May 20, 2002 by Jeff Shepard

Fairchild Semiconductor International Inc. (South Portland, ME) announced that it and a selling stockholder will offer 20 million shares of Fairchild's Class A common stock in a public offering under a shelf registration statement. Fairchild will offer 13 million newly issued shares and the selling stockholder will offer seven million currently outstanding shares.

The underwriters of the offering would have an option to purchase an additional three million shares to cover over-allotments, of which 1,500,000 shares would be issued by Fairchild and 1,500,000 shares would be outstanding shares offered by the selling stockholder. Fairchild intends to use a portion of the net proceeds it would receive to repurchase $285.0 million outstanding principal amount of its senior subordinated notes due 2007 at a redemption price of 105.063 percent, plus accrued interest, which would reduce the company's interest expense by $30.5 million per year. The remaining net proceeds would be used for general corporate purposes. Fairchild would not receive any proceeds from the sale of shares by the selling stockholder.