Monitor regulatory approval timeline (HSR and other antitrust/FDI regimes) — the mid-2027 target close provides ample time for potential pushback. Track Synaptics stockholder vote and any competing bids given the go-shop/no-solicitation provisions with fiduciary out. The 22% premium and all-stock structure make the deal highly dependent on ON's stock price performance ahead of close; any ON share price volatility will directly impact the consideration received by SYNA holders.
Price Chart
Executive Summary
onsemi (ON) announced its acquisition of Synaptics (SYNA) in an all-stock transaction valued at approximately $7 billion enterprise value, with a fixed exchange ratio of 1.350. Synaptics stockholders will receive 1.350 shares of ON for each SYNA share, representing an ~19% premium to the 10-day VWAP and resulting in ~12% pro forma ownership for SYNA holders. The deal adds Synaptics' Edge AI compute and connectivity portfolio to onsemi's power and sensing business, expanding TAM by $30B to $243B by 2030, with $200M in expected annual synergies and expected non-GAAP EPS accretion within 18 months of closing.
Key Financial Metrics
Key Facts
- onsemi to acquire Synaptics in all-stock transaction valued at ~$7 billion enterprise value
- Fixed exchange ratio of 1.350 shares of ON per SYNA share, ~19% premium to 10-day VWAP
- Synaptics stockholders expected to own ~12% of combined company on a pro forma fully diluted basis
- Expected to close in mid-2027, subject to Synaptics stockholder vote, regulatory approvals, and customary conditions
- $200 million in expected annual synergies
- Expected to be accretive to non-GAAP EPS within 18 months of closing
- Expands total addressable market by $30 billion to $243 billion by 2030
- Synaptics board unanimously approved; onsemi board unanimously approved
- Termination fee: $235M payable by Synaptics; $320M regulatory termination fee payable by onsemi
- Transaction structured as a tax-free reorganization under Section 368(a) of the Code
Financial Impact
~$7 billion enterprise value; $200 million expected annual synergies; 19% premium to 10-day VWAP; ~12% pro forma ownership for SYNA holders
Risk Factors
- Regulatory approval risk: HSR Act waiting period and other antitrust/foreign investment approvals required; $320M reverse termination fee if regulatory blockage
- Stockholder approval risk: Required majority vote of Synaptics shareholders
- Integration risk: Combining two large semiconductor portfolios with potential operational and cultural challenges
- Market/stock price risk: All-stock consideration exposes SYNA holders to ON share price fluctuations during the ~12-month pendency period
- Potential competing bids: Fiduciary out allows Synaptics to consider superior proposals, subject to $235M termination fee
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 6 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 425 Filing (Primary) | 0001140361-26-026398 |
| Document: ef20076747_425.htm | 0001140361-26-026398 |
| Document: ef20076747_ex99-1.htm | 0001140361-26-026398 |
| Document: 0001140361-26-026398-index-headers.html | 0001140361-26-026398 |
| Document: 0001140361-26-026398-index.html | 0001140361-26-026398 |
| Document: 0001140361-26-026398.txt | 0001140361-26-026398 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Aug 21, 2026 6w ago | S-4 | $74.21 $71.72 | ▼ −3.36% | ▼ −4.37% | $83.81 (+12.94%) |
Aug 13, 2026 7w ago | 425 | $81.56 $76.14 | ▼ −6.65% | ▼ −4.90% | $83.81 (+2.76%) |
Aug 13, 2026 7w ago | 8-K | $81.56 $76.14 | ▼ −6.65% | ▼ −4.90% | $83.81 (+2.76%) |
Aug 3, 2026 8w ago | 8-K | $80.78 $72.65 | ▼ −10.06% | ▼ −8.83% | $83.81 (+3.75%) |
Aug 3, 2026 8w ago | Press Release | $80.78 $72.65 | ▼ −10.06% | ▼ −8.83% | $83.81 (+3.75%) |
Jun 30, 2026 13w ago | 425 | $94.54 $89.04 | ▼ −5.82% | ▼ −4.79% | $83.81 (−11.35%) |
Jun 26, 2026 13w ago | 425 | $88.57 $86.81 | ▼ −1.99% | ▼ −1.71% | $83.81 (−5.37%) |
Jun 26, 2026 13w ago | 425 | $88.57 $86.81 | ▼ −1.99% | ▼ −1.71% | $83.81 (−5.37%) |
Jun 26, 2026 13w ago | 425 | $88.57 $86.81 | ▼ −1.99% | ▼ −1.71% | $83.81 (−5.37%) |
Jun 26, 2026 13w ago | 425 | $88.57 $86.81 | ▼ −1.99% | ▼ −1.71% | $83.81 (−5.37%) |
US Market Status
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