Broadcom Inc.

PALO ALTO, Calif., June 11, 2026 /PRNewswire/ -- 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is accepted for purchase pursuant to the Offers, all Notes of that Series that are validly tendered and not validly withdrawn will be accepted for purchase.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.

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.

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

(AVGO-Q)

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SOURCE Broadcom Inc.

• Revenue of $22,187 million for the second quarter, up 48 percent from the prior year period
• GAAP net income of $9,310 million for the second quarter; Non-GAAP net income of $12,074 million for the second quarter
• Adjusted EBITDA of $15,244 million for the second quarter, or 69 percent of revenue
• GAAP diluted EPS of $1.91 for the second quarter; Non-GAAP diluted EPS of $2.44 for the second quarter
• Cash from operations of $10,493 million for the second quarter, less capital expenditures of $231 million, resulted in $10,262 million of free cash flow, or 46 percent of revenue
• Quarterly common stock dividend of $0.65 per share
• Third quarter fiscal year 2026 revenue guidance of approximately $29.4 billion, an increase of 84 percent from the prior year period
• Third quarter fiscal year 2026 Non-GAAP operating income guidance of approximately 67 percent of projected revenue ⁽¹⁾
• Third quarter fiscal year 2026 Adjusted EBITDA guidance of approximately 68 percent of projected revenue ⁽¹⁾

PALO ALTO, Calif., June 3, 2026 /PRNewswire/ -- Broadcom Inc. (Nasdaq: AVGO), a global technology leader that designs, develops and supplies semiconductor and infrastructure software solutions, today reported financial results for its second quarter of fiscal year 2026, ended May 3, 2026, provided guidance for its third quarter of fiscal year 2026 and announced its quarterly dividend.

"Broadcom achieved record revenue, operating profit and free cash flow in Q2 driven by accelerating growth in AI semiconductor revenue and strong operating leverage. Q2 semiconductor revenue from AI of $10.8 billion grew 143% year-over-year, above our forecast, driven by increasing demand for custom AI accelerators and AI networking," said Hock Tan, President and CEO of Broadcom Inc. "The momentum continues and in Q3 we expect semiconductor revenue from AI to grow over 200 percent year-over-year to $16.0 billion." 

"Q2 consolidated revenue grew 48% year-over-year to a record $22.2 billion. Adjusted EBITDA increased 52% year-over-year to a record $15.2 billion, representing 69% of revenue," said Kirsten Spears, CFO of Broadcom Inc. "In Q3 we expect consolidated revenue growth to increase 84% year-over-year to $29.4 billion, with non-GAAP operating margin stable at 67% reflecting our strong operating leverage." 

Second Quarter Fiscal Year 2026 Financial Highlights

The Company's cash and cash equivalents at the end of the fiscal quarter were $19,628 million, compared to $14,174 million at the end of the prior fiscal quarter.

During the second fiscal quarter, the Company generated $10,493 million in cash from operations and spent $231 million on capital expenditures, resulting in $10,262 million of free cash flow.

On March 31, 2026, the Company paid a cash dividend of $0.65 per share, totaling $3,092 million.

The differences between the Company's GAAP and non-GAAP results are described generally under "Non-GAAP Financial Measures" below and presented in detail in the financial reconciliation tables attached to this release.

Third Quarter Fiscal Year 2026 Business Outlook

Based on current business trends and conditions, the outlook for the third quarter of fiscal year 2026, ending August 2, 2026, is expected to be as follows:

• Third quarter revenue guidance of approximately $29.4 billion;
• Third quarter non-GAAP operating income guidance of approximately 67 percent of projected revenue;
• Third quarter Adjusted EBITDA guidance of approximately 68 percent of projected revenue.

The guidance provided above is only an estimate of what the Company believes is realizable as of the date of this release. The Company is not readily able to provide a reconciliation of projected non-GAAP financial measures to the relevant projected GAAP measures without unreasonable effort. Actual results will vary from the guidance and the variations may be material. The Company undertakes no intent or obligation to publicly update or revise any of these projections, whether as a result of new information, future events or otherwise, except as required by law.

Quarterly Dividends

The Board of Directors of Broadcom has approved a quarterly cash dividend of $0.65 per share. The dividend is payable on June 30, 2026 to stockholders of record at the close of business (5:00 p.m. Eastern Time) on June 22, 2026.

Financial Results Conference Call

Broadcom Inc. will host a conference call to review its financial results for the second quarter of fiscal year 2026 and to discuss the business outlook today at 2:00 p.m. Pacific Time.

To Listen via Internet: The conference call can be accessed live online in the Investors section of the Broadcom website at https://investors.broadcom.com/.

Replay: An audio replay of the conference call can be accessed for one year through the Investors section of Broadcom's website at https://investors.broadcom.com/.

Non-GAAP Financial Measures

The non-GAAP measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. When possible, a reconciliation between GAAP and non-GAAP financial data is included in the supplemental financial data attached to this press release. The Company is not readily able to provide a reconciliation of projected non-GAAP measures to the comparable GAAP measures without unreasonable effort. Broadcom believes non-GAAP financial information provides additional insight into the Company's on-going performance. Therefore, Broadcom provides this information to investors for a more consistent basis of comparison and to help them evaluate the results of the Company's on-going operations and enable more meaningful period to period comparisons.   

In addition to GAAP reporting, Broadcom provides investors with net income, operating income, gross margin, operating expenses, cash flow and other data on a non-GAAP basis. This non-GAAP information excludes amortization of acquisition-related intangible assets, stock-based compensation expense, restructuring and other charges, acquisition-related costs, including integration costs, non-GAAP tax reconciling adjustments, and other adjustments. Management does not believe that these items are reflective of the Company's underlying performance. Internally, these non-GAAP measures are significant measures used by management for purposes of evaluating the core operating performance of the Company, establishing internal budgets, calculating return on investment for development programs and growth initiatives, comparing performance with internal forecasts and targeted business models, strategic planning, evaluating and valuing potential acquisition candidates and how their operations compare to the Company's operations, and benchmarking performance externally against the Company's competitors. The exclusion of these and other similar items from Broadcom's non-GAAP financial results should not be interpreted as implying that these items are non-recurring, infrequent or unusual.

Free cash flow measures have limitations as they omit certain components of the overall cash flow statement and do not represent the residual cash flow available for discretionary expenditures. Investors should not consider presentation of free cash flow measures as implying that stockholders have any right to such cash. Broadcom's free cash flow may not be calculated in a manner comparable to similarly named measures used by other companies.

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. For more information, visit www.broadcom.com.

Cautionary Note Regarding Forward-Looking Statements

This announcement contains forward-looking statements (including within the meaning of Section 21E of the United States Securities Exchange Act of 1934, as amended, and Section 27A of the United States Securities Act of 1933, as amended) concerning Broadcom. These statements include, but are not limited to, statements that address our expected future business and financial performance, our plans and expectations with regard to our share repurchases, and other statements identified by words such as "will," "expect," "believe," "anticipate," "estimate," "should," "intend," "plan," "potential," "predict," "project," "aim," and similar words, phrases or expressions. 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 these forward-looking statements. Accordingly, undue reliance should not be placed on such statements.

Particular uncertainties that could materially affect future results include risks associated with: global economic conditions and uncertainty; government regulations, trade restrictions and trade tensions; global political and economic conditions relating to our international operations; cyclicality in the semiconductor industry undergoing profound change due to AI; any loss of our significant customers and fluctuations in the timing and volume of significant customer demand; the slow or unsuccessful return on our research and development investments, expansion of our business strategy or adoption of new business models; our dependence on contract manufacturing and outsourced supply chain; our dependency on a limited number of suppliers; our ability to continue winning business in the semiconductor solutions industry; our ability to accurately estimate customers' demand and adjust our manufacturing and supply chain accordingly; dependence on senior management and our ability to attract and retain qualified personnel; our ability to maintain or improve gross margin; our ability to protect against cybersecurity threats and a breach of security systems; prolonged disruptions of our, our customers' or our suppliers' facilities or other significant operations; our ability to maintain appropriate manufacturing capacity and quality; dependence on and risks associated with distributors and other channel partners of our products; ability of our software portfolio to manage and secure IT infrastructures and environments; demand for our data center virtualization products and customer acceptance of our software, services and business strategy; competitiveness of our software solutions and compatibility of our software with operating environments, platforms or third-party products; our ability to enter into satisfactory software license agreements; use of open source software in our software and services; sales to government customers; our ability to manage our software solutions and services lifecycles; our competitive performance; quarterly and annual fluctuations in operating results; any acquisitions or dispositions we may make, such as delays, challenges and expenses associated with receiving governmental and regulatory approvals and satisfying other closing conditions, and with integrating acquired businesses with our existing businesses and our ability to achieve the benefits, growth prospects and synergies expected by such acquisitions; involvement in legal proceedings; our ability to protect our intellectual property and the unpredictability of any associated litigation expenses; any expenses or reputational damage associated with resolving customer product warranty and indemnification claims, or other undetected defects or bugs; our compliance with privacy and data security laws; corporate responsibility matters; our provision for income taxes and overall cash tax costs; our ability to maintain tax concessions in certain jurisdictions; potential tax liabilities as a result of acquiring VMware; our significant indebtedness and the need to generate sufficient cash flows to service and repay such debt; the amount and frequency of our share repurchase program; and other events and trends on a national, regional, industry-specific and global scale, including those of a political, economic, business, competitive and regulatory nature.

Our filings with the SEC, which are available without charge at the SEC's website at https://www.sec.gov, discuss some of the important risk factors that may affect our business, results of operations and financial condition. Actual results may vary from the estimates provided. We undertake no intent or obligation to publicly update or revise any of the estimates and other forward-looking statements made in this announcement, whether as a result of new information, future events or otherwise, except as required by law.

Contact:

Ji Yoo

Broadcom Inc.

Investor Relations

650-427-6000

investor.relations@broadcom.com



(AVGO-Q)