UPDATED 08:17 EDT / NOVEMBER 05 2017

INFRA

Broadcom’s unsolicited $105B bid to buy Qualcomm could reshape chip industry

In what would be the biggest-ever acquisition in the technology industry, Broadcom Ltd. today offered about $105 billion to buy mobile chip giant Qualcomm Technologies Inc.

The offer of $70 a share in cash and stock for Qualcomm would be about a 28 percent premium over its market capitalization Friday, when Bloomberg reported talks of an unsolicited deal. The deal would be valued at about $130 billion on a pro forma basis, including $25 billion of net debt.

“This complementary transaction will position the combined company as a global communications leader with an impressive portfolio of technologies and products,” Hock Tan, president and chief executive officer of Broadcom, said in a statement Monday. “We would not make this offer if we were not confident that our common global customers would embrace the proposed combination.”

It would be the biggest deal ever in technology, far higher than Dell Inc.’s $67 billion acquisition of EMC Corp. But according to Bloomberg sources, Qualcomm is preparing to fend off the unsolicited offer, arguing that it undervalues the company. In a statement Monday, Qualcomm said it would “assess the proposal in order to pursue the course of action that is in the best interests of Qualcomm shareholders.”

Qualcomm’s shares shot up more than 13 percent in late trading Friday after the report and were up about 4 percent in early trading today. Broadcom shares rose almost 5 percent Friday, for a market cap of $111 billion. Both companies declined to comment.

“From a market perspective, this shows just how important 5G is and reinforces the Broadcom risk if they don’t have it,” said Patrick Moorhead, president and principal analyst at Moor Insights & Strategy. “Broadcom previously failed at LTE, so acquiring it is the next best thing.” But he added that he’s concerned whether “based on the way Broadcom slices and dices its acquisitions, Qualcomm could keep their edge if acquired.”

This apparently isn’t the only big chip deal in the works. Late today, the Journal also reported that Marvell Technology Group Ltd. in “advanced” talks to merge with Cavium Inc., potentially creating a new entity worth $14 billion. Both companies’ operations are based in Silicon Valley.

The deals, especially between Broadcom and Qualcomm, would accelerate an ongoing consolidation of the semiconductor industry. Broadcom itself was reborn in 2016 when Avago Technologies Ltd. acquired Broadcom Corp. for $37 billion. This week, Broadcom said it would move its headquarters from Singapore back to the U.S., where it lists an HQ in San Jose, California.

It’s unclear how the deal could affect Qualcomm’s own blockbuster $40 billion takeover of NXP Semiconductors, which was announced last year but still hasn’t been completed. It has faced regulatory scrutiny in Europe, and some shareholders such as activist hedge fund Elliott Management Corp. have said the deal undervalues NXP, a large maker of automotive and other chips.

Meanwhile, Broadcom itself is still waiting for regulatory approval of a $6 billion acquisition of Brocade Communications Systems Inc., announced last November.

Both Broadcom and Qualcomm are so-called fabless chip makers, meaning they don’t manufacture the chips themselves but make money from licensing the intellectual property needed to make them.

David Floyer, an analyst with Wikibon, a sister company to SiliconANGLE, said such a deal could give the combined company a way to extricate Qualcomm from an ongoing legal battle between the chip maker and Apple Inc., a key customer. Apple has charged Qualcomm with charging too much for its patents, while Qualcomm argues that Apple is trying to bully it into charging less. On Thursday, Qualcomm filed another suit charging Apple with leaking its software to rival Intel Corp.

Thanks partly to the fallout from the legal battle, Qualcomm has been struggling lately, its shares down 16 percent so far this year. On Wednesday, it reported in its fiscal fourth-quarter earnings results that the dispute could hurt profits going forward.

Because the combined company would become the third-largest chipmaker behind Intel and Samsung Electronics Co., the deal likely would face a significant and lengthy regulatory process.

Photo: Noupload/Pixabay

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