UPDATED 19:54 EDT / MARCH 12 2018

INFRA

Citing national security, Trump quashes Broadcom’s takeover of Qualcomm

President Donald Trump late today quashed Broadcom Ltd.’s $121 billion hostile bid to buy Qualcomm Inc., effectively ending a deal that would have upended the semiconductor industry.

The President cited national security concerns in a White House statement, which read in part, “There is credible evidence that leads me to believe that Broadcom Limited, a limited company organized under the laws of Singapore (Broadcom)… through exercising control of Qualcomm Incorporated (Qualcomm), a Delaware corporation, might take action that threatens to impair the national security of the United States.”

The statement also provided no apparent wiggle room for a deal. “The Purchaser and Qualcomm shall immediately and permanently abandon the proposed takeover,” it said. “The proposed takeover of Qualcomm by the Purchaser is prohibited, and any substantially equivalent merger, acquisition, or takeover, whether effected directly or indirectly, is also prohibited.” The order also said Broadcom’s proposed new slate of candidates for Qualcomm’s board cannot stand for election.

The move comes as little surprise, since the U.S. Treasury’s Committee on Foreign Investment in the United States, or CFIUS, had already raised concerns in a letter sent March 5 to both companies’ attorneys. CFIUS cited concerns about Broadcom’s penchant for slashing research spending, among other things.

It wasn’t an idle claim, according to Patrick Moorhead, president and principal analyst at Moor Insights & Strategy. “Broadcom would have likely dismantled Qualcomm’s long-term investment in wireless, so the block is understandable,” he said. In addition, he said, “it appears CFIUS either found some disturbing things in its investigation or the administration sees 5G and beyond technology leadership important to national security.”

The deal’s pushback on national security grounds was seen by some as trade posturing by the Trump administration against China. Now, the clear rejection of the deal raises questions about how much the administration, which has made protectionist moves lately such as tariffs on steel, will crack down on consolidation in the technology industry or even well beyond if it involves foreign players.

Indeed, this isn’t the first time Trump has disallowed a chip industry deal, again on national-security grounds. Last September, he blocked the sale of Lattice Semiconductor Corp. to Canyon Bridge Capital Partners, which has ties to a fund owned by the Chinese government.

“I think we are witnessing for the first time that governments realize that chips and platforms can be the new weapons – for attack and defense,” said Holger Mueller, vice president and principal analyst at Constellation Research Inc. “We have to get used to it that hardware and software are now in a category like jets and tanks – only with more dynamics and upside.”

As a result, he said, market consolidation could slow or even reverse course. “For enterprises that is likely good news, as more competition accelerates innovation while keeping an eye on prices,” he added.

For its part, Broadcom insisted in a statement last week that it’s “in every important respect an American company.” It said it will maintain Qualcomm’s 5G research and development resources and it pledged to create a new $1.5 billion fund to “train and educate the next generation of engineers in the U.S.” to “ensure America’s lead in future wireless technology.”

Broadcom had steadily stepped up its pursuit of Qualcomm, most recently promising to move its headquarters from Singapore to the U.S. That’s in addition to upping its bid to $121 billion early last month.

But Broadcom’s attempt had suffered yet another blow of sorts late Friday when Intel was reported to be considering a bid for the company if it looked like Broadcom might be successful in its acquisition of Qualcomm. Recently the companies have been dancing around each other, but it’s clear that Qualcomm has little desire to be acquired, especially since it’s trying to close its own $44 billion of NXP Semiconductors N.V.

Qualcomm’s stock fell about 4.6 percent in after-hours trading today after falling a fraction of a point during the regular trading day. Broadcom’s shares, which rose 3.6 percent today, ticked up 1.3 percent more in extended trading.

Image: tiburi/Pixabay

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