Skyworks has completed its combination with Qorvo, creating a larger U.S.-based semiconductor company focused on high-performance radio frequency, power management, analog and mixed-signal technologies.
The completed transaction significantly expands Skyworks’ technology portfolio, engineering resources and addressable markets across mobile devices, physical AI, connected-edge systems, defense and aerospace, data centers, networking and automotive applications.
Under the merger agreement, former Qorvo shareholders are entitled to receive $32.50 in cash and 0.960 of a Skyworks common share for each Qorvo share they owned.
Legacy Skyworks shareholders own approximately 63% of the combined company on a fully diluted basis, while former Qorvo shareholders own approximately 37%.
The combined business will continue operating under the Skyworks name and will remain listed on Nasdaq under the SWKS ticker symbol.
Skyworks said the combination brings together complementary radio frequency, analog and power technologies while substantially increasing the company’s engineering and intellectual property resources.
The combined organization has approximately 8,000 engineers and more than 12,000 issued and pending patents.
Within the mobile market, Skyworks expects the acquisition to broaden its RF front-end portfolio at a time when smartphones are becoming more technically complex.
The company sees additional demand emerging as 5G-Advanced develops and the industry moves toward 6G, with devices expected to incorporate more frequency bands, additional spectrum and AI-powered capabilities.
Those trends are increasing the need for highly integrated radio frequency solutions capable of supporting growing connectivity requirements within increasingly sophisticated devices.
Outside mobile, Skyworks said the combination more than doubles its addressable market.
The expanded company now has a broader platform spanning physical AI and the connected edge, defense and aerospace, data center and networking infrastructure and automotive technologies.
The transaction also adds capabilities in RF gallium nitride, low-voltage power and wired broadband, extending Skyworks into technology categories that complement its existing connectivity and semiconductor portfolio.
Skyworks expects the enlarged company to benefit from greater diversification across end markets and a stronger domestic manufacturing position.
Cost savings are also expected to be a significant component of the transaction’s financial benefits.
Skyworks is targeting annualized cost savings of $500 million or more once the companies are fully integrated. Management expects to realize those savings within 24 to 36 months after completion.
The transaction is also expected to be immediately accretive to Skyworks’ non-GAAP earnings per share while allowing the company to maintain what it described as a favorable capital structure.
Skyworks plans to provide additional financial guidance reflecting the combined company during its fiscal fourth-quarter earnings call on November 3.
Leadership of the combined organization will include executives and directors from both companies.
Phil Brace will continue serving as President and Chief Executive Officer of Skyworks.
Former Qorvo CEO and President Bob Bruggeworth has joined the Skyworks Board of Directors.
Former Qorvo directors Richard Clemmer and Chris Koopmans have also joined the Skyworks board.
Qatalyst Partners and Goldman Sachs served as financial advisers to Skyworks, with Skadden, Arps, Slate, Meagher & Flom serving as its legal adviser.
Centerview Partners served as exclusive financial adviser to Qorvo, while Davis Polk & Wardwell served as Qorvo’s legal adviser.
KEY QUOTES:
“This combination is about far more than bringing two companies together. Our customers are tackling increasingly complex challenges and need partners with the capabilities, engineering expertise and scale to help them innovate faster. Together, we are well positioned to deliver more integrated, system-level solutions and accelerate the next generation of connected technologies. Today marks an important milestone—but it is only the beginning. We see an extraordinary opportunity to create long-term value for our customers, shareholders and employees while helping shape the future of our industry.”
Phil Brace, Chief Executive Officer and President of Skyworks
“This next chapter begins with an immense amount of pride. I’ve had the opportunity to see firsthand our teams preparing for this moment with tremendous focus and discipline. I have great confidence in the future of the combined company and its ability to deliver on the promise of the combination.”
Bob Bruggeworth, Former Chief Executive Officer and President of Qorvo and Member of the Skyworks Board of Directors
