In what could result in the biggest tech deal in history, semiconductor company Broadcom (News - Alert) has made an offer to buy Qualcomm for a whopping $130 billion.
The companies went public with the news today. However, news reports indicate Qualcomm (News - Alert) is not satisfied with the offer, which is a 28 percent premium over its Nov. 2 common stock closing price.
In a terse press release issued this morning, Qualcomm simply confirmed receipt of the unsolicited proposal and said its board is assessing it.
Broadcom also came out with a statement today after Reuters reported last night of a likely pairing with Qualcomm. In that press release, Broadcom says it aims to close the deal, and to do so whether or not Qualcomm’s acquisition of NXP closes. The deal, said Broadcom CEO and President Hock Tan, would provide the company with greater scale, a broader product portfolio, and greater stockholder value. And if NXP is part of the deal, the three companies combined would have pro forma fiscal 2017 revenues of $51 billion and $23 billion in EBITDA, Broadcom said.
Qualcomm is something of a legend in tech circles. The company got its start in 1985 when Dr. Irwin Jacobs and a few buddies got together and quickly carved out a space for themselves in the burgeoning cellular arena.
The company gained an early hold in cellular with its CDMA technology. And today its Snapdragon chips are used in Android phones.
“At its heart, any Android phone worth talking about has a Qualcomm SoC, which combines the CPU, GPU, RAM, cellular modem, and other components into a single chip,” Ars Technica notes. “Qualcomm gained this near-monopoly on the back of its 3G CDMA patents, which Sprint (News - Alert) and Verizon rely on for network connectivity. When buying a Qualcomm SoC, you get an integrated Qualcomm modem, covering Qualcomm’s patent portfolio, while saving space and power thanks to the on-chip solution. If you use a non-Qualcomm SoC, you generally need a separate modem, which is less power- and space-efficient than a single-chip solution. And if you don’t use a Qualcomm modem, you also owe the company hefty royalties.”
Indeed. My former Telephony magazine colleague Steve Titch in a Forbes piece that ran in April wrote: “Qualcomm prefers to be viewed as an innovative leader in wireless technology, but in actuality, royalties from legacy patents dating from the 1990s are what drive a large share of its profits. While its manufacturing business contributes most of its revenues, patent licensing accounted for $6.5 billion of its pre-tax profit in 2016, compared to $1.8 billion derived from its chip business.
“Patent licensing is also its most secure business,” Titch continued. “Qualcomm pioneered an alternative digital wireless standard that secured enough U.S. support to guarantee that it would be incorporated into future global standards. As a result, Qualcomm’s 1990s-era patents remain standards-essential in today’s smartphones and tablets. Its behavior since has been cause for concern as Qualcomm has sought to use its market dominance to normalize its abusive licensing practices.”
Speaking of intellectual property, Qualcomm has been in a fierce legal battle with Apple. However, some folks believe a pairing with Broadcom could help resolve that matter.
If the Qualcomm acquisition does close, it will be just the latest in a long line of M&A action for Broadcom. Avago Technologies last year acquired Broadcom Corp., and formed Broadcom Ltd. That was year after Broadcom bought Emulex. In 2014 the company bought LSI Corp. (News - Alert) and PLX Technology Inc. In 2013 it snapped up CyOptics and Javelin Semiconductor.
Broadcom has also been talking about buying the rest of Brocade for $5.9 billion. But that deal has yet to close. And after deciding it didn’t want to wait any longer for that to happen, Extreme Networks last week announced it has completed its $55 million acquisition of Brocade’s data center switching, routing, and analytics business.
The Broadcom consolidation of the semiconductor industry is part of a larger trend. A couple years ago Freescale (News - Alert) Semiconductor and NXP Semiconductors merged, and Intel bought Altera.