Qualcomm, Broadcom meeting over acquisition deal imminent

Updated: Reports suggest the meeting is now scheduled after both companies have met with proxy advisors.

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Windell Oskay

Qualcomm and Broadcom will meet on Wednesday to thrash out the details of a potential merger, according to reports.

In November last year, Broadcom revealed an unsolicited bid to acquire US chipmaker Qualcomm in a deal worth roughly $130 billion.

However, this was rejected, leading to a "best and final" offer worth approximately $146 billion.

Under the terms of the agreement, Qualcomm shareholders would be awarded $82 per share as $60 in cash and $22 in Broadcom stock.

According to Broadcom, the bid represents a 50 percent premium on the firm's share price on November 2, 2017 before rumors surged of a potential buyout, which impacted share price.

This offer, too, was unanimously rejected by Qualcomm's board of directors. However, the company did offer to meet with Broadcom to discuss a potential merger agreement, despite Qualcomm's belief that the offers represent a "significant undervaluation."

Reuters reports that a meeting is now scheduled to take place on Wednesday, February 14.

This is the first time Qualcomm has agreed to sit and discuss a potential deal, but the chip maker would not do so until both respective firms had met with proxy advisors Glass Lewis and ISS.

In a letter to Qualcomm's Executive Chairman of the Board of Directors, Dr. Paul Jacobs sent last week, Hock Tan, Broadcom CEO, said he was "astonished" that Qualcomm would not consider a meeting sooner than Wednesday, and had urged the firm to meet sooner.

However, according to sources familiar with the matter, Broadcom has now agreed to this requirement in order to meet with the firm it hopes to acquire.

See also: Qualcomm leaves the door open for potential Broadcom deal

Broadcom is willing to shoulder roughly $25 billion in net debt from Qualcomm to seal the deal, in addition to other concessions. Singapore-based Broadcom has also offered to cover up to $8 billion in fees should regulators block the merger.

A Broadcom SEC filing also suggests that the semiconductor giant would be willing to sell some of Qualcomm's businesses, the RF front-end chip and Wi-Fi networking processor units, to jump over potential regulatory hurdles.

Update 12.12GMT: Broadcom has confirmed that 12 financial institutions have agreed to provide up to $100 billion in credit to fund the potential acquisition.

Silver Lake, KKR, and CVC have agreed to provide $6 billion of convertible note financing to fund the transaction and post-closing working capital requirements. Broadcom now has the ability to fully fund the $60 per share cash component of the firm's offering.

Previous and related coverage

    Broadcom submits final $146 billion offer in Qualcomm takeover bid

    Updated: The sweetened deal also assumes $25 billion in debt from Qualcomm.

    Qualcomm rejects Broadcom's final $146 billion offer

    Qualcomm believes the offer "materially undervalues" itself, but has offered to meet with Broadcom to address concerns.

    Broadcom plots $130 billion buyout of Qualcomm for more industrial Internet, connected auto and 5G clout

    Broadcom, which is the product of a series of acquisitions and mergers, wants to roll up two major communications chip vendors and compete with Samsung and Intel.

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