onsemi Recasts Synaptics Takeover as $5.7 Billion All-Cash Deal
onsemi and Synaptics amended their merger agreement to replace a stock exchange with $123 per share in cash, valuing the deal at about $5.7 billion, according to the companies. Both boards approved the change after Synaptics received an unsolicited, non-binding proposal from an unnamed third party; the filings do not disclose that bidder’s price. onsemi says it expects the revised transaction to be immediately accretive to non-GAAP earnings per share upon closing, subject to the deal’s conditions.
What changed The June agreement offered 1.350 onsemi shares per Synaptics share; the October 1 amendment replaces that consideration with $123 in cash.
Why it matters Synaptics holders would no longer receive consideration that fluctuates with onsemi's share price. The fixed payment exceeds the old exchange ratio's October 1 value, but not its announcement-day value.
What to watch next The borrowing rate remains undisclosed, leaving an important input to assessing the buyer's financing costs unresolved.
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