Clearances in, leverage gone: Skyworks gives Qorvo's $117 million holdouts until closing day
All regulatory clearances landed on September 30 and the mergers close on or about October 5. The bond swap now runs to closing day itself, and about $117 million of Qorvo paper still has not tendered.
Vincent Jiang · 3 min read
The marker: one date left on the calendar
Skyworks collected its last regulatory clearance on September 30 and said the Qorvo mergers will close on or about October 5, 2026 1. The same day it reset the bond clock: the exchange offers for Qorvo's 4.375% notes due 2029 and 3.375% notes due 2031, expiring October 2 at 5:00 p.m. New York time, were extended that afternoon to October 5 at 5:00 p.m., closing day itself 12. Eleven months after the October 28, 2025 announcement, one Monday carries the whole trade 1.
The rewind: six deadlines, one point of movement
Qorvo holders signed up for $32.50 in cash plus 0.96 Skyworks shares per share, a combination the companies value at roughly $22 billion 34. The debt machinery came later: a May 29 prospectus covering $850 million of 2029s and $700 million of 2031s, a June 11 early participation date, then five extensions from September 1 through October 5 25. Participation among 2029 holders crawled from 90.55% to 91.68%; the 2031s have sat at 93.33% since mid-September 2.
A month of extensions moved one series one point
- 4.375% notes due 2029
- 3.375% notes due 2031
Data
| 4.375% notes due 2029 | 3.375% notes due 2031 | |
|---|---|---|
| Sept 1 | 90.55% | 93.36% |
| Sept 11 | 90.85% | 93.43% |
| Sept 18 | 91.25% | 93.33% |
| Sept 25 | 91.68% | 93.33% |
| Sept 30 | 91.68% | 93.33% |
The pattern: the holdout was written out months ago
The conditionality runs one way. The mergers close whether the exchanges fill or not; each exchange closes only if the mergers do, and Skyworks cannot waive that 15. Consents locked at the June 11 early date, and the amendments strip substantially all restrictive covenants from the old paper 5. Anyone tendering now gets $950 of new Skyworks notes per $1,000 and none of the consent cash, worth $2.50 to $5.00 per $1,000 to the early crowd 5. The mergers do not need the holdouts; the holdouts' exit now needs the mergers.
The fork: $950 bonds, or subsidiary paper
About $117 million of the $1.55 billion outstanding has not tendered, by simple subtraction from the September 30 count, the same stub this publication tallied on September 28 2. Fold by Monday and absorb the five-point principal haircut; sit out and the notes stay obligations of a Skyworks subsidiary while swapped bonds become parent paper 5.
The $117 million holdout sits mostly in the 2029 notes
- 2029 notes tendered$779.28M50.3%
- 2029 notes held out$70.72M4.6%
- 2031 notes tendered$653.31M42.1%
- 2031 notes held out$46.69M3%
Data
| Slice | Value | Share |
|---|---|---|
| 2029 notes tendered | $779.28M | 50.3% |
| 2029 notes held out | $70.72M | 4.6% |
| 2031 notes tendered | $653.31M | 42.1% |
| 2031 notes held out | $46.69M | 3% |
The spread: eight cents left to collect
The equity leg has its winners. At Skyworks' $85.48 close, $32.50 plus 0.96 shares values Qorvo at $114.56 against its $114.48 finish: eight cents, down from 51 cents on September 11 3. That compression is the risk-arbitrage payoff, desks long Qorvo against the fixed package collecting what remains now that the close is a date rather than a doubt 1. Both legs fell together into the close, SWKS 2.91% and QRVO 1.94%, and the spread survived the selloff 6.
The tell: the next tender count
Settlement comes no earlier than the second business day after close 25. If the same $117 million appears in Monday's final count, it becomes the merged company's first orphan creditor, holding covenants that no longer exist 5.
Deepdive
AI-generated from this story and its cited sources. Not investment advice.
