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CIRRUS LOGIC, INC. M&A Activity 2014

May 28, 2014

30880_rns_2014-05-28_cfa2ceb7-40a2-400c-94f3-291474de5e46.zip

M&A Activity

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8-K 1 a50875178.htm CIRRUS LOGIC, INC. 8-K Copyright 2014 Business Wire, a Berkshire Hathaway company. All rights reserved www.businesswire.com

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): May 22, 2014

(Exact
name of Registrant as specified in its charter)
Delaware 0-17795 77-0024818
(State or Other Jurisdiction of Incorporation or Organization) (Commission File Number) (IRS Employer Identification No.)
800 West 6 th Street, Austin, TX 78701
(Address
of Principal Executive Offices) (Zip
Code)

Registrant’s telephone number, including area code: (512) 851-4000

end_optional_former 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))

Item 8.01 Other Events

On May 22, 2014, Wolfson Microelectronics plc (“Wolfson”) published a document (the “Scheme Document”) containing the terms of a recommended cash offer for the entire issued and to be issued share capital of Wolfson (the “Offer”) by Cirrus Logic, Inc. (the “Company”), which is to be effected by a court sanctioned scheme of arrangement under Part 26 of the UK Companies Act 2006. The Scheme Document is available at the Investor Relations section of the Company’s website at investor.cirrus.com.

SIGNATURES

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

CIRRUS LOGIC, INC. — /s/ Gregory S. Thomas
Name: Gregory S. Thomas
Title: General Counsel and Corporate Secretary