Navitas Semiconductor Enters Stock Purchase Agreement to Buy Magnachip Shares

What Happened

• Navitas Semiconductor Corporation filed an 8-K on Sept. 21, 2026 disclosing that on Sept. 19, 2026 it entered into a Stock Purchase Agreement to acquire 1,461,988 shares of Magnachip Semiconductor Corporation common stock for an aggregate purchase price of $5,000,000 (at $3.42 per share). The closing is expected on or about Sept. 24, 2026, subject to customary closing conditions.
• The Purchase Agreement includes customary representations, warranties and covenants (made for the agreement’s purposes and benefit only to the parties) and is attached as Exhibit 10.1 to the filing.

Key Details

• Purchase price: $3.42 per share; total consideration: $5,000,000.
• Shares to be issued in reliance on Securities Act exemptions (Section 4(a)(2) or Rule 506) until a resale registration is filed and effective.
• Magnachip agreed to file a Form S-3 registration statement covering resale of the shares no later than 30 days after closing and to use commercially reasonable efforts to have it effective within 60 days (90 days if reviewed by the SEC) or sooner if notified there will be no review.

Why It Matters

• This 8-K reports a material investment by Navitas in Magnachip—a direct equity position that could affect Navitas’s holdings and potential liquidity depending on registration timing.
• The planned Form S-3 registration is intended to enable resale of the shares after closing, which impacts when Navitas could freely trade the shares; until the registration is effective, the shares are issued under private placement exemptions.
• Investors should note the deal size ($5M) and that closing and registration timing are subject to customary conditions and SEC processes, which determine when the shares become freely tradable.