Synaptics' $5.85 spread to onsemi's $123 cash offer waits on an unscheduled shareholder vote
The FTC has cleared onsemi's $123-a-share cash buyout of Synaptics, the financing is committed, and the stock sits 4.8% under the offer. Between here and a mid-2027 close stand a shareholder vote that has not been scheduled and a rival bidder who moved once already.
Vincent Jiang · 2 min read
Synaptics−0.22% — Synaptics, down 0.22 percent today shareholders woke up on October 27 to a full slate of annual-meeting housekeeping: eight directors re-elected, the equity plan topped up by one million shares, KPMG ratified, pay approved 5. One item was missing: the merger. The vote that decides whether they receive $123 a share in cash from onsemi−4.83% — onsemi, down 4.83 percent today has not happened yet, and the definitive proxy has been sitting with the SEC since September 15 12.
Until that meeting is scheduled and held, the last $5.85 between the stock's $117.15 close on October 23 and the offer price is the trade 3.
The stock sits $5.85 under onsemi's $123 cash offer
Data
| Synaptics share price | |
|---|---|
| Close, Oct 2 | $120.51 |
| Close, Oct 23 | $117.15 |
| Cash offer | $123 |
The cash re-cut set the floor
On October 1, after an unsolicited competing proposal from a third party, onsemi and Synaptics amended their June 25 merger agreement: $123 per share in cash, roughly $5.7 billion all in, down from about $7 billion under the original all-stock deal 12. Synaptics holders would have received roughly 12% of onsemi's fully diluted shares under the old terms; the cash price removed that exposure 12.
The FTC has cleared the transaction, Morgan Stanley's+1.11% — Morgan Stanley, up 1.11 percent today debt financing is fully committed, and the agreement carries no financing-related closing condition 12. What remains is the Synaptics vote and regulators outside the United States, with closing expected by mid-2027 12.
The market has already voted with its money
Synaptics gained 20% in the month to October 23, most of it a 13.53% jump to $120.51 on October 2, the day after the re-cut 3. onsemi shares rose 5.6% on October 27 as investors welcomed the smaller, non-dilutive check and immediate non-GAAP EPS accretion 4.
Cirrus Logic−0.93% — Cirrus Logic, down 0.93 percent today, which confirmed in an October filing that it made the September rival bid and then walked away, is not coming back on the current record 6. Arbitrageurs are effectively being paid about 7% annualized over eight months, plus optionality if the shoe drops a second time 6.
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