Notice by ON Semiconductor Corporation to Noteholders of the March 22, 2013, Qualified Reopening of 2.625% Convertible Senior Subordinated Notes due 2026


May 28, 2013

In accordance with applicable U.S. Treasury Regulations, we are providing notice of our determination that (a) our 2.625% Convertible Senior Subordinated Notes due 2026 issued pursuant to a qualified reopening on March 22, 2013, (the “Additional 2026 Series B Notes”) are traded on an established market, and (b) the fair market value of the Additional 2026 Series B Notes for U.S. federal income tax purposes as of March 22, 2013, was $66,055,624.

Pursuant to the U.S. federal income tax rules governing qualified reopenings, the issue price of the Additional 2026 Series B Notes will be 112.916% of their principal amount. For more information, please refer to the T-3 filed with the Securities and Exchange Commission on March 7, 2013, Exhibit T3T, under the heading “Certain U.S. Federal Income Tax Considerations.”

About onsemi

onsemi (Nasdaq: ON) is driving disruptive innovations to help build a better future. With a focus on automotive and industrial end-markets, the company is accelerating change in megatrends such as vehicle electrification and safety, sustainable energy grids, industrial automation, and 5G and cloud infrastructure. With a highly differentiated and innovative product portfolio, onsemi creates intelligent power and sensing technologies that solve the world’s most complex challenges and leads the way in creating a safer, cleaner, and smarter world.


onsemi and the onsemi logo are trademarks of Semiconductor Components Industries, LLC. All other brand and product names appearing in this document are registered trademarks or trademarks of their respective holders. Although the Company references its website in this news release, information on the website is not to be incorporated herein.

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