| TriQuint, RF Micro Agree to Merge -- Update | By Tess Stynes
TriQuint Semiconductor Inc. and RF Micro Devices Inc. agreed to combine in a deal that will form a new company with a broader range of offerings of mobile-related products and services for the network infrastructure and defense/aerospace industries.
Shares of both companies jumped more than 25% in premarket trading.
Under the deal, which is expected to close in the second half of 2014, TriQuint shareholders will swap each share for 1.675 shares of the new company. RF Micro shareholders, meanwhile, will receive one share in the new company for each RF Micro share held.
The companies are calling the deal a merger of equals. The companies said the transaction represents an implied price of $9.73 for each TriQuint share, a 5.4% premium to Friday's close.
The combined company is expected to generate combined revenue of more than $2 billion. As of Friday's close, RF Micro's market value was $1.64 billion, while TriQuint's was $1.48 billion.
RF Micro Chief Executive Bob Bruggeworth will serve as CEO of the new company, and TriQuint CEO Ralph Quinsey will serve as nonexecutive chairman. TriQuint Chief Financial Officer Steve Buhaly will serve as finance chief, and RF Micro CFO Dean Priddy will serve as executive vice president of administration. The board will be made up of 10 directors, with five directors from the existing board of each company.
The combination is expected to achieve at least $150 million in cost synergies, $75 million in annualized synergies exiting the first year after closing and an additional $75 million exiting the second year.
TriQuint has been under pressure from activist investor Starboard Value LP, which in October called on the company to make changes or consider selling its mobile power amplifier business, saying the unit was a drag on the company. Starboard in December nominated its own slate of board candidates, claiming significant changes were needed to turn around the chip maker's "prolonged underperformance." |
