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Broadcom (NASDAQ: AVGO) starts $2.5B cash tender for 2030–2038 notes

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Broadcom Inc. has launched cash tender offers to purchase several series of its outstanding senior notes for up to an aggregate purchase price of $2.5 billion, excluding accrued interest, called the Consideration Cap Amount. The offers cover 4.926% notes due 2037, 4.900% notes due 2038, 5.050% notes due 2030, 5.200% notes due 2032, 5.150% notes due 2031 and 4.900% notes due 2032.

Pricing for each series will be set using a fixed spread over specified U.S. Treasury reference securities based on yields at 11:00 a.m. New York City time on June 17, 2026. The offers are scheduled to expire at 5:00 p.m. New York City time on that date, with initial settlement expected on June 18, 2026 and guaranteed delivery settlement on June 23, 2026, subject to customary conditions.

Positive

  • None.

Negative

  • None.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Consideration Cap Amount $2.5 billion aggregate purchase price Maximum cash tender consideration, excluding accrued interest
4.926% Notes 2037 outstanding $2,500,000,000 principal 4.926% Senior Notes due 2037, Acceptance Priority Level 1
4.900% Notes 2038 outstanding $1,750,000,000 principal 4.900% Senior Notes due 2038, Acceptance Priority Level 2
5.050% Notes 2030 outstanding $800,000,000 principal 5.050% Senior Notes due 2030, Acceptance Priority Level 3
5.200% Notes 2032 outstanding $1,100,000,000 principal 5.200% Senior Notes due 2032, Acceptance Priority Level 4
5.150% Notes 2031 outstanding $1,500,000,000 principal 5.150% Senior Notes due 2031, Acceptance Priority Level 5
4.900% Notes 2032 outstanding $1,750,000,000 principal 4.900% Senior Notes due 2032, Acceptance Priority Level 6
Offer expiration 5:00 p.m. NYT, June 17, 2026 Expiration Date of the cash tender offers
cash tender offers financial
"announced that it has commenced cash tender offers (collectively, the “Offers”) to purchase"
A cash tender offer is when a company or investor offers to buy shares directly from shareholders for cash, usually at a price higher than the current market value. It’s a way to quickly acquire a large number of shares, often to gain control of a company or influence its decisions.
Consideration Cap Amount financial
"for the consideration described below, up to an aggregate purchase price... of $2.5 billion (the “Consideration Cap Amount”)"
A consideration cap amount is the maximum dollar value set in a deal that limits what will be paid or used to calculate payment when shares, notes, or other securities convert or are issued. Think of it like a price ceiling on a receipt: no matter how high the underlying value rises, the payment or conversion will be calculated as if the value were no higher than the cap. Investors care because the cap directly affects how many shares they receive or how much cash changes hands, which influences ownership percentages and potential returns.
Acceptance Priority Level financial
"Aggregate Principal Amount Outstanding | | | Acceptance Priority Level | | Par Call Date"
Accrued Coupon Payment financial
"up to an aggregate purchase price, excluding the Accrued Coupon Payment, of $2.5 billion"
An accrued coupon payment is the interest earned on a bond that has accumulated since the last payment date but has not yet been paid to the investor. Think of it like interest building up in a savings account that will be paid out later; it reflects the amount the investor is owed for holding the bond during that period. This figure matters because it helps accurately determine the bond’s current value and the investor’s true earnings.
Par Call Date financial
"Acceptance Priority Level | | Par Call Date | | Maturity Date"
The par call date is the specific time when a company can choose to pay back a bond or debt in full at its original value, known as the face amount or par value. It matters to investors because it indicates when the issuer might repay the debt early, potentially affecting investment plans or expected income. Think of it like a fixed date when a loan can be fully settled, giving investors clarity on when they might get their money back.
Reference Security financial
"Reference Security | | Bloomberg Reference Page | | Fixed Spread (Basis Points)"
A reference security is a specific financial asset, such as a bond or stock, used as a standard for measuring or comparing the value of other related investments. It acts like a benchmark or point of reference, helping investors assess how well other assets are performing relative to a known standard. This makes it easier to understand the value and risk of different investments in relation to one another.
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false 0001730168 0001730168 2026-06-11 2026-06-11
 
 

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): June 11, 2026

 

 

Broadcom Inc.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware   001-38449   35-2617337
(State or other jurisdiction of incorporation)   (Commission File Number)   (I.R.S. Employer Identification No.)

3421 Hillview Avenue

Palo Alto, California 94304

(Address of principal executive offices including zip code)

(650) 427-6000

(Registrant’s telephone number, including area code)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class

 

Trading Symbol(s)

 

Name of Each Exchange on Which Registered

Common Stock, $0.001 par value   AVGO   The NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 


Item 8.01

Other Events.

On June 11, 2026, Broadcom Inc. issued a press release announcing the launch of cash tender offers for certain of its debt securities. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit No.

  

Description

99.1    Press release issued by Broadcom Inc. dated June 11, 2026.
104    Cover Page Interactive Data File (formatted as Inline XBRL).

 


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: June 11, 2026

 

Broadcom Inc.
By:  

/s/ Kirsten M. Spears

  Kirsten M. Spears
  Chief Financial Officer and Chief Accounting Officer

Exhibit 99.1

Broadcom Inc. Commences Offers to Purchase for Cash Certain of its

Outstanding Debt Securities

PALO ALTO, Calif., June 11, 2026 — Broadcom Inc. (NASDAQ: AVGO) (“Broadcom”) today announced that it has commenced cash tender offers (collectively, the “Offers”) to purchase the outstanding notes described below, in each case upon the terms and subject to the conditions set forth in the Offer to Purchase dated June 11, 2026 (the “Offer to Purchase”) and the accompanying notice of guaranteed delivery (the “Notice of Guaranteed Delivery”).

The Notes offered to be purchased in the Offers, in the order of acceptance priority, are the 4.926% Senior Notes due 2037; 4.900% Senior Notes due 2038; 5.050% Senior Notes due 2030; 5.200% Senior Notes due 2032; 5.150% Senior Notes due 2031 and 4.900% Senior Notes due 2032 (collectively, the “Notes”) for the consideration described below, up to an aggregate purchase price, excluding the Accrued Coupon Payment, of $2.5 billion (the “Consideration Cap Amount”). Broadcom may, but is under no obligation to, increase the Consideration Cap Amount. If a given Series of Notes is accepted for purchase pursuant to the Offers, all Notes of that Series that are validly tendered and not validly withdrawn will be accepted for purchase. If the Consideration Cap Condition is not satisfied for a Series of Notes, such Series of Notes may not be accepted for purchase even if one or more Series with a higher or lower Acceptance Priority Level are accepted for purchase. Capitalized terms used but not defined in this press release have the meanings given to them in the Offer to Purchase.

 

Series of

Notes

  

CUSIP/ISIN
Number (1)

   Aggregate
Principal
Amount
Outstanding
     Acceptance
Priority
Level
  

Par Call Date

  

Maturity

Date

  

Reference

Security

  

Bloomberg

Reference

Page

  

Fixed Spread

(Basis Points)

4.926% Senior Notes due 2037

   144A: 11135FBV2 / US11135FBV22
RegS: U1109MBA3 / USU1109MBA37
   $ 2,500,000,000      1    February 15, 2037   

May 15,

2037

   4.375% U.S. Treasury due May 15, 2036    FIT 1    +70

4.900% Senior Notes due 2038

   11135FCX7 / US11135FCX78    $ 1,750,000,000      2    November 15, 2037    February 15, 2038    4.375% U.S. Treasury due May 15, 2036    FIT 1    +80

5.050% Senior Notes due 2030

   11135FCF6 / US11135FCF62   

 

$800,000,000

 

   3   

March 15,

2030

  

April 15,

2030

   4.125% U.S. Treasury due May 31, 2031    FIT 1    +25

5.200% Senior Notes due 2032

   11135FCG4 / US11135FCG46    $ 1,100,000,000      4    February 15, 2032   

April 15,

2032

   4.125% U.S. Treasury due May 31, 2031    FIT 1    +55

5.150% Senior Notes due 2031

   11135FBY6 / US11135FBY60    $ 1,500,000,000      5    September 15, 2031    November 15, 2031    4.125% U.S. Treasury due May 31, 2031    FIT 1    +50

4.900% Senior Notes due 2032

   11135FCL3 / US11135FCL31    $ 1,750,000,000      6   

May 15,

2032

  

July 15,

2032

   4.125% U.S. Treasury due May 31, 2031    FIT 1    +65
 
(1)

No representation is made as to the correctness or accuracy of the CUSIP or ISIN numbers listed above.


The Total Consideration for each Series of Notes payable per each $1,000 principal amount of such Series of Notes validly tendered for purchase will be based on either the maturity date or par call date for the applicable Series and the applicable Fixed Spread for such Series of Notes, plus the Reference Yield based on the applicable Reference Security as quoted on the applicable Bloomberg Reference Page as of 11:00 a.m., New York City time, on June 17, 2026, unless extended by Broadcom with respect to the applicable Offer. Promptly after 11:00 a.m., New York City time, on June 17, 2026, the Price Determination Date, unless extended with respect to any Offer, Broadcom will announce in a press release, among other things, the Total Consideration applicable to each Series of Notes accepted for purchase. In addition to the applicable Total Consideration, Holders whose Notes are accepted for purchase pursuant to an Offer will receive an Accrued Coupon Payment.

The Offers are scheduled to expire on the Expiration Date, which is 5:00 p.m., New York City time, on June 17, 2026, unless extended or earlier terminated. Notes tendered for purchase may be validly withdrawn at any time at or prior to 5:00 p.m., New York City time, on June 17, 2026, unless extended by Broadcom.

The deadline to validly tender Notes using the guaranteed delivery procedures is 5:00 p.m., New York City time, on June 22, 2026, unless extended by Broadcom (the “Guaranteed Delivery Date”).

The Initial Settlement Date will be the first business day after the Expiration Date and is expected to be June 18, 2026. The Guaranteed Delivery Settlement Date will be the first business day after the Guaranteed Delivery Date and is expected to be June 23, 2026.

The Offers are subject to certain conditions as described in the Offer to Purchase. If any condition is not satisfied, Broadcom is not obligated to accept for payment, purchase or pay for, and may delay the acceptance for payment of, any tendered Notes, in each case subject to applicable law, and may terminate or alter any or all of the Offers. The Offers are not conditioned on the tender of any aggregate minimum principal amount of Notes of any Series (subject to minimum denomination requirements as set forth in the Offer to Purchase), the Offers are not subject to a financing condition, and none of the Offers is conditioned on the consummation of any of the other Offers by Broadcom.

Broadcom has retained Barclays Capital Inc. and Citigroup Global Markets Inc. to act as dealer managers (the “Dealer Managers”) for the Offers. D.F. King & Co., Inc. will act as the Tender and Information Agent for the Offers. For additional information, please contact: Barclays Capital Inc. at +1 (800) 438-3242 (toll-free) or +1 (212) 528-7581 (collect); or Citigroup Global Markets Inc. at +1 (800) 558-3745 (toll-free) or +1 (212) 723-6106 (collect). Requests for documents and questions regarding the tendering of Notes may be directed to D.F. King & Co., Inc. by telephone at +1 (212) 257-2468 (for banks and brokers only) and +1 (800) 967-7635 (for all others toll-free), by email at avgo@dfking.com or to the Dealer Managers at their respective telephone numbers. Copies of the Offer to Purchase and the Notice of Guaranteed Delivery are available at: www.dfking.com/avgo. You may also contact your broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Offers.

 

- 2 -


Holders of Notes are advised to check with each bank, securities broker or other intermediary through which they hold Notes as to when such intermediary would need to receive instructions from a beneficial owner in order for that Holder to be able to participate in, or withdraw their instruction to participate in the Offers before the deadlines specified herein and in the Offer to Purchase. The deadlines set by any such intermediary and DTC for the submission and withdrawal of tender instructions may be earlier than the relevant deadlines specified herein and in the Offer to Purchase.

This press release is neither an offer to purchase nor a solicitation of an offer to sell the Notes or any other securities. The Offers are made only by and pursuant to the terms of the Offer to Purchase and only to such persons and in such jurisdictions as is permitted under applicable law. The information in this press release is qualified by reference to the Offer to Purchase. None of Broadcom, the Dealer Managers or the Tender and Information Agent makes any recommendations as to whether Holders should tender their Notes pursuant to the Offers. Holders must make their own decisions as to whether to tender Notes, and, if so, the principal amount of Notes to tender.

Forward-Looking Statements

This press release contains forward-looking statements (within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended). These forward-looking statements are based on current expectations and beliefs of Broadcom’s management, current information available to Broadcom’s management, and current market trends and market conditions, and involve risks and uncertainties that may cause actual results to differ materially from those contained in the forward-looking statements. Accordingly, undue reliance should not be placed on such statements. All forward-looking statements are qualified in their entirety by reference to the risk factors discussed under the heading “Risk Factors” in Broadcom’s Annual Report on Form 10-K for the year ended November 2, 2025, Quarterly Reports on Form 10-Q for the periods ended February 1, 2026 and May 3, 2026, and any subsequent reports that are filed with the Securities and Exchange Commission and include some important risk factors that may affect future results. Broadcom undertakes no intent or obligation to publicly update or revise the forward-looking statements made in this press release, except as required by law.

About Broadcom

Broadcom Inc. (NASDAQ: AVGO) is a technology leader that designs, develops, and supplies semiconductors and infrastructure software for global organizations’ complex, mission-critical needs. Broadcom combines long-term R&D investment with superb execution to deliver the best technology, at scale. Broadcom is a Delaware corporation headquartered in Palo Alto, CA.

Contact

Ji Yoo

Investor Relations

investor.relations@broadcom.com

650-427-6000

 

- 3 -

FAQ

What did Broadcom (AVGO) announce in this 8-K filing?

Broadcom announced cash tender offers to purchase several series of its outstanding senior notes for up to $2.5 billion in aggregate consideration, excluding accrued interest, under terms described in an Offer to Purchase dated June 11, 2026.

How large is Broadcom’s new debt tender offer program?

The tender offers cover an aggregate purchase price up to $2.5 billion, excluding accrued interest, across multiple series of senior notes. This cap, called the Consideration Cap Amount, limits the total cash Broadcom will use to repurchase its outstanding debt securities.

Which Broadcom (AVGO) notes are targeted in the cash tender offers?

The offers target six series of senior notes: 4.926% due 2037, 4.900% due 2038, 5.050% due 2030, 5.200% due 2032, 5.150% due 2031, and 4.900% due 2032, each with specified acceptance priority levels and reference Treasury securities.

When do Broadcom’s tender offers for its notes expire?

The offers are scheduled to expire at 5:00 p.m., New York City time, on June 17, 2026. An initial settlement date is expected on June 18, 2026, subject to conditions described in the Offer to Purchase.

How will Broadcom determine the price paid for each series of notes?

Total consideration per $1,000 principal amount will be based on each series’ maturity or par call date, its fixed spread, and the reference yield of a specified U.S. Treasury security measured at 11:00 a.m. New York City time on June 17, 2026.

Are Broadcom’s tender offers subject to any conditions or financing requirements?

The offers are subject to conditions described in the Offer to Purchase, including a consideration cap, but are not subject to any financing condition or aggregate minimum tender amount. Broadcom may delay, alter, or terminate the offers if conditions are not met.

Filing Exhibits & Attachments

4 documents