Alpha and Omega Semiconductor Limited filed SEC Form 8-K: Completion of Acquisition or Disposition of Assets, Financial Statements and Exhibits
$AOSL
Semiconductors
Technology
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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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 11, 2026
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| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
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Item 2.01 Completion of Acquisition or Disposition of Assets.
As previously disclosed, on July 14, 2025, Alpha & Omega Semiconductor Limited (the “Company”) and its subsidiary, Alpha & Omega Semiconductor (Shanghai) Ltd., entered into an equity transfer agreement (the “Agreement”) with SIMIC Holdings Co., Ltd., a limited liability company established according to the laws of China (the “Investor”), to sell approximately 20.3% of outstanding equity interest of the Company’s joint venture of power semiconductor packaging, testing and 12-inch wafer fabrication facility located in Chongqing, China (the “Transaction”). The aggregate cash consideration for the sale under the Agreement was USD $150 million (the “Purchase Price”) to be paid in four installments. The Company received the last installment of the Purchase Price from the Investor on May 11, 2026, and the Transaction was completed on such date.
The foregoing description of the Agreement and the Transaction does not purport to be a complete statement of the parties’ rights and obligations under the Agreement and the Transaction thereby or a complete explanation of the material terms thereof. The foregoing description is subject to and qualified in its entirety by reference to the complete text of the Agreement, which was filed as an exhibit to our Quarterly Report on Form 10-Q for the quarter ended on September 30, 2025, filed on November 6, 2025, and which is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(b) Pro Forma Financial Information
No pro forma financial statements reflecting the impact of the Transaction are provided in this report, as the equity interest disposed of in the Transaction were not significant as defined in Rule 11-01(b)(2) of Regulation S-X.
(d) Exhibits
Exhibit No. | Description | |||||||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: May 12, 2026
| Alpha and Omega Semiconductor Limited | ||||||||
| By: | /s/ Yifan Liang | |||||||
| Name: | Yifan Liang | |||||||
| Title: | Chief Financial Officer and Corporate Secretary | |||||||