Broadcom targets Qualcomm investors in acquisition bid
Broadcom is wooing Qualcomm investors directly in the hopes of swaying opinions and open channels to make the merger a reality.
Last week, the semiconductor firm said that shareholders of US chipmaker Qualcomm are now being directly contacted by post and a letter has been sent extolling the virtues of a potential deal.
In November last year, Broadcom offered to acquire Qualcomm in a deal worth $130 billion.
Featured
The acquisition, which would give stakeholders $60 in cash and $10 in Broadcom stock per share, was quickly rebuffed by Qualcomm, which said the proposal "significantly undervalues" Qualcomm, its place in the chip market, and the firm's future prospects.
"It is the board's unanimous belief that Broadcom's proposal significantly undervalues Qualcomm relative to the company's leadership position in mobile technology and our future growth prospects," said Paul Jacobs, executive chairman and chairman of the Qualcomm board at the time.
Broadcom, however, insists the proposal offers investors additional value, and should the buyout take place, this would create a "strong, global company with an impressive portfolio of industry-leading technologies and products."
Broadcom's tactics have now become more forceful and the company is now attempting to replace Qualcomm's entire board.
Qualcomm's 2018 Annual Meeting of Stockholders is scheduled for March 6 2018. Broadcom's letter, sent in advance of this meeting, is encouraging investors to vote for a complete replacement of the board via a blue proxy card.
The letter, penned by Hock Tan, president and CEO of Broadcom on January 5, states that since Qualcomm rejected the acquisition proposal, Broadcom has "spoken with many Qualcomm stockholders and customers, and we have heard their desire for Qualcomm to engage with us regarding our compelling proposal."
"We have heard their desire for Qualcomm to engage with us regarding our compelling proposal," the letter continues. "It remains our strong preference to engage cooperatively with Qualcomm's Board and management team, and we are prepared to meet immediately to work toward a mutually acceptable definitive agreement."
However, in the meantime, Broadcom wants to apply a level of pressure that cannot be ignored. The semiconductor firm wants shareholders to vote for all "11 independent and highly qualified individuals" to replace the board.
The company says that if the 11 fresh faces are appointed, they would -- upon election -- reappoint three existing Qualcomm directors, Mark McLaughlin, Tony Vinciquerra, and Jeffrey Henderson.
"By voting for Broadcom's 11 independent director nominees, Qualcomm stockholders can send a clear message to the Qualcomm Board that they should immediately engage in constructive discussions with us regarding our premium offer so that Qualcomm stockholders can realize the compelling value of this transaction," Tan said.
Investors are also being encouraged to not sign or return Qualcomm's white proxy card.
The acquisition offer stands whether Qualcomm's pending buyout of NXP Semiconductors is completed or withdrawn. Qualcomm's purchase was due to be completed in 2017 but has faced delays due to Broadcom's activities.