--- title: "Synaptics' $5.85 spread to onsemi's $123 cash offer waits on an unscheduled shareholder vote" description: "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." publisher: "The Inference" section: "Deals" published: 2026-10-28T15:37:14.265Z modified: 2026-10-28T15:37:14.265Z canonical: https://theinference.org/article/synaptics-5-85-spread-to-onsemi-s-123-cash-offer-waits-on-an-unscheduled-shareholder-vote language: en keywords: "M&A, Semiconductors, Synaptics, Onsemi, Merger Arbitrage" --- # 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. [Synaptics](https://theinference.org/markets/companies/synaptics) shareholders woke up on October 27 to a [full slate of annual-meeting housekeeping](https://www.tradingview.com/news/marketbeat:20e9ca5e9094b:0-synaptics-stockholders-approve-equity-plan-expansion-elect-eight-directors/): 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](https://theinference.org/markets/companies/onsemi) has not happened yet, and [the definitive proxy has been sitting with the SEC since September 15](https://www.semimedia.cc/onsemi-revises-synaptics-acquisition-to-5-7-billion-all-cash-deal/) [1][2]. Until that meeting is scheduled and held, the last $5.85 between [the stock's $117.15 close on October 23](https://kalkine.com/news/general-news/synaptics-nasdaqsyna-stock-up-20-in-a-month-why-did-a-revised-onsemi-deal-lift-shares-despite-a-lower-value) and the offer price is the trade [3]. *Chart: **The stock sits $5.85 under onsemi's $123 cash offer** Column chart comparing Synaptics closing prices on October 2 and October 23 with onsemi's $123 cash offer* *Synaptics closing prices against onsemi's $123-a-share cash offer; the October 23 close of $117.15 leaves a $5.85 spread. Sources: Kalkine; onsemi-Synaptics merger announcement (GlobeNewswire via StreetInsider). [1][3]* ## 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](https://markets.financialcontent.com/streetinsider/article/gnwcq-2026-10-1-onsemi-and-synaptics-announce-revised-merger-agreement): $123 per share in cash, roughly $5.7 billion all in, down from about $7 billion under the original all-stock deal [1][2]. Synaptics holders would have received roughly 12% of onsemi's fully diluted shares under the old terms; the cash price removed that exposure [1][2]. The FTC has cleared the transaction, [Morgan Stanley](https://theinference.org/markets/companies/morgan-stanley)'s debt financing is fully committed, and the agreement carries no financing-related closing condition [1][2]. What remains is the Synaptics vote and regulators outside the United States, with closing expected by mid-2027 [1][2]. ## 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](https://www.quiverquant.com/news/onsemi+%28ON%29+rises+as+investors+react+to+revised+Synaptics+deal) as investors welcomed the smaller, non-dilutive check and immediate non-GAAP EPS accretion [4]. [Cirrus Logic](https://theinference.org/markets/companies/cirrus-logic), which [confirmed in an October filing that it made the September rival bid and then walked away](https://seekingalpha.com/news/4652711-cirrus-logic-confirms-it-made-bids-for-synaptics), 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]. ## Takeaway onsemi's $123 cash offer for Synaptics has its US regulator, its financing and a 4.8% spread behind it; the vote is unscheduled, the close is mid-2027, and Cirrus Logic's September bid is the tail risk. ## Sources 1. [GlobeNewswire via StreetInsider, onsemi and Synaptics Announce Revised Merger Agreement, 1 October 2026](https://markets.financialcontent.com/streetinsider/article/gnwcq-2026-10-1-onsemi-and-synaptics-announce-revised-merger-agreement) 2. [SemiMedia, onsemi Revises Synaptics Acquisition to $5.7 Billion All-Cash Deal, 27 October 2026](https://www.semimedia.cc/onsemi-revises-synaptics-acquisition-to-5-7-billion-all-cash-deal/) 3. [Kalkine, Synaptics (NASDAQ:SYNA) Stock Up 20% in a Month: Why Did a Revised onsemi Deal Lift Shares Despite a Lower Value?, 27 October 2026](https://kalkine.com/news/general-news/synaptics-nasdaqsyna-stock-up-20-in-a-month-why-did-a-revised-onsemi-deal-lift-shares-despite-a-lower-value) 4. [Quiver Quantitative, onsemi (ON) rises as investors react to revised Synaptics deal, 27 October 2026](https://www.quiverquant.com/news/onsemi+%28ON%29+rises+as+investors+react+to+revised+Synaptics+deal) 5. [MarketBeat via TradingView, Synaptics Stockholders Approve Equity Plan Expansion, Elect Eight Directors, 27 October 2026](https://www.tradingview.com/news/marketbeat:20e9ca5e9094b:0-synaptics-stockholders-approve-equity-plan-expansion-elect-eight-directors/) 6. [Seeking Alpha, Cirrus Logic confirms it made bids for Synaptics, 13 October 2026](https://seekingalpha.com/news/4652711-cirrus-logic-confirms-it-made-bids-for-synaptics) --- Synaptics' $5.85 spread to onsemi's $123 cash offer waits on an unscheduled shareholder vote — The Inference. Canonical: https://theinference.org/article/synaptics-5-85-spread-to-onsemi-s-123-cash-offer-waits-on-an-unscheduled-shareholder-vote