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Qualcomm Set To Reject $130bn Bid From Broadcom (ft.com)

Tim Bradshaw, reporting for Financial Times: Chipmaker Broadcom officially unveiled a $130bn offer, including net debt, for Qualcomm on Monday, in what could be the largest tech deal in history. Under Broadcom's proposal, Qualcomm shareholders would receive $70 per share -- $60 in cash and $10 in shares of its rival. It would value Qualcomm's equity at roughly $103bn. Qualcomm is set to reject Broadcom's takeover offer (Editor's note: the link could be paywalled; an alternative source wasn't immediately available), as the US chipmaker views its rival's $130bn proposal as too low and fraught with regulatory risks, people familiar with the matter said. The offer represents a 28 per cent premium over Qualcomm's share price on November 2, after it first emerged that Broadcom was preparing an offer. Broadcom also said that its offer stands whether or not Qualcomm completes its $38bn acquisition of NXP, which has yet to close.

29 comments

  1. Alternate Link by Freshly+Exhumed · · Score: 0, Troll

    This looks to be the non-paywalled Financial Times story:

    http://www.businessdayonline.c...

    --
    I deny that I have not avoided attaining the opposite of that which I do not want.
    1. Re:Alternate Link by Freshly+Exhumed · · Score: 1

      The intro, that is...

      --
      I deny that I have not avoided attaining the opposite of that which I do not want.
    2. Re: Alternate Link by Anonymous Coward · · Score: 0

      This looks to be the non-paywalled Financial Times story:

      You cheap ass thieving bastard.

  2. False by bill_mcgonigle · · Score: 1

    Literally:

    This content is for Standard & Premium Digital Subscribers only.

    --
    My God, it's Full of Source!
    OUTSIDE_IP=$(dig +short my.ip @outsideip.net)
  3. Translation by Anonymous Coward · · Score: 0

    Translation of rejection: "We want a much bigger payday". Everyone has a price, and business is business. Let the dance begin.

    1. Re:Translation by Anonymous Coward · · Score: 0

      Your price is a 40 of malt liquor and some watermelon.

    2. Re:Translation by known_coward_69 · · Score: 0

      Maybe. THere is also a bunch of due diligence that is going to happen before it closes where Broadcom is going to get access to a lot of proprietary trade secret info. If the deal fails because of regulators or any other reason then Broadcom walks away with a lot of Qualcomm secrets.

    3. Re: Translation by Anonymous Coward · · Score: 0

      Maybe. THere is also a bunch of due diligence that is going to happen before it closes where Broadcom is going to get access to a lot of proprietary trade secret info. If the deal fails because of regulators or any other reason then Broadcom walks away with a lot of Qualcomm secrets.

      Due diligence is never about sharing technical secrets, as if Broadcom don't already know everything Qualcomm does anyway, and any attempt to capitalize on them would see their balls in a vice.

      By any logic Broadcom would be better off not doing due diligence if they wanted to use their stolen IP.

  4. Strange that the offer stands regardless of NXP by WhatsGoodman · · Score: 1

    If the offer is truly the same regardless of whether or not the NXP deal closes, there is a huge incentive for that deal to fall through. If they're paying $130b regardless, it would make no sense for Qualcomm to go through with that deal -- it implies that Broadcom is effectively valuing NXP at $0 and giving Qualcomm's shareholders no value for that asset.

    1. Re:Strange that the offer stands regardless of NXP by Lanforod · · Score: 2

      If the offer is truly the same regardless of whether or not the NXP deal closes, there is a huge incentive for that deal to fall through. If they're paying $130b regardless, it would make no sense for Qualcomm to go through with that deal -- it implies that Broadcom is effectively valuing NXP at $0 and giving Qualcomm's shareholders no value for that asset.

      No, it means Broadcom is valuing NXP at roughly the same as what Qualcomm will/may pay for it - so it's a wash.

    2. Re:Strange that the offer stands regardless of NXP by 0100010001010011 · · Score: 2

      I can't imagine some of the conversations about sourcing and confidentiality that some customers got to deal with through this whole fiasco.

      ITAR compliance isn't something that gets glossed over. For example the JSF uses Freescale MCUs. NXP is Dutch. But Broadcom and Qualcomm are American.

      We had one of our products rejected (at the request of a competitor) because some of the IP was available internationally.

    3. Re:Strange that the offer stands regardless of NXP by crtreece · · Score: 1

      Broadcom and Qualcomm are American.

      The original Broadcom was a US company. When bought out by Avago, but keeping the Broadcom name, they were based out of Singapore. Now they are trying to move back to the US.

      --
      file: .signature not found
  5. Shareholders Should Take It by bill_mcgonigle · · Score: 3, Insightful

    With Qualcomm execs thinking they can extract percentages of device prices from manufacturers rather than just charging a fair price for a part, and their other aggressive and anti-competitive lawsuits they have going, shareholders should welcome new management before the company goes the way of SCO and Oracle/Java. We've heard Apple is already preparing to jump to Intel for radio silicon and others will rapidly follow, importantly and especially on the high end.

    And that's without being a fan of Broadcomm at all - they've been really bad with security, documentation, NDA's and support to the point of shooting themselves in the foot with selling their MIPS platform, etc. into the embedded linux space. I'm willing to bet that their move to Singapore will be good for the ecosystem though.

    --
    My God, it's Full of Source!
    OUTSIDE_IP=$(dig +short my.ip @outsideip.net)
    1. Re:Shareholders Should Take It by kevmatic · · Score: 1

      If the company goes the way of Oracle, I think the shareholders will be pretty happy but nobody else on the planet will.

    2. Re:Shareholders Should Take It by Anonymous Coward · · Score: 0

      This is exactly what I was thinking --

      The quality of broadfail and the business practices of qualcon!

  6. Re: Strange that the offer stands regardless of NX by Anonymous Coward · · Score: 0

    it implies that Broadcom is effectively valuing NXP at $0 and giving Qualcomm's shareholders no value for that asset.

    If the deal with Broadcom went through then yes, NXP is worthless, and Hock would firesale it the very same day.

  7. Hell no. by Anonymous Coward · · Score: 0

    Qualcomm is trading low because of its dispute with Apple. It should get more - especially in this market.

    However, if we value it according to Silly Valley VC startup methods, I come to a value of ONE HUNDRED TRILLION DOLLARS!!

    -Yours;

    Head Investment Strategist,
    Dr. Evil Enterprises.

    1. Re:Hell no. by UnknowingFool · · Score: 1

      And the multiple fines against Qualcomm by multiple countries had nothing to do with that low price? It's all because of Apple. Sure, whatever.

      --
      Well, there's spam egg sausage and spam, that's not got much spam in it.
  8. Re: Strange that the offer stands regardless of NX by Anonymous Coward · · Score: 0

    If the offer is truly the same regardless of whether or not the NXP deal closes, there is a huge incentive for that deal to fall through. If they're paying $130b regardless, it would make no sense for Qualcomm to go through with that deal -- it implies that Broadcom is effectively valuing NXP at $0 and giving Qualcomm's shareholders no value for that asset.

    Math isn't your strong point, hey?

    Qualcomm either spend their money buying NXP and own that asset, or they don't buy NXP and keep their cash.

    How does that make a lick of difference?

  9. Due diligence by sjbe · · Score: 1

    THere is also a bunch of due diligence that is going to happen before it closes where Broadcom is going to get access to a lot of proprietary trade secret info.

    That's not how due diligence on deals like this works unless one of the parties is thoroughly retarded. This is an unsolicited bid. They don't get to come in and examine everything just because they made an offer to buy. There would be verbiage in the buy/sell offer to allow verification of important details but trade secrets remain guarded until the deal closes. There also would be some non-disclosures with teeth and lots of lawyers involved on both sides.

    If the deal fails because of regulators or any other reason then Broadcom walks away with a lot of Qualcomm secrets.

    No they do not. And if they did there would be lots of flesh eating lawyers involved soon afterwards.

  10. What it means by Anonymous Coward · · Score: 0

    is that Broadcom will value NXP for whatever Qualcom values it. $$$ dollars are removed from Qualcom, but an alleged asset of $$$ dollars becomes part of Qualcom,

  11. Objection, Your Honor. Projection. by Anonymous Coward · · Score: 0

    Yeah, well, that's just, like, your opinion, man.

    Nothing wrong with your opinion, but you're projecting it on the shareholders to make it their wanted opinion. It doesn't work that way. In the real world, one buys Qualcomm exactly for its aggressive abilities to squeeze the lemon, hardened by patents. All customers would jump ship if there would be cheaper alternatives of equal capabilities. So the stock holders want them to stay one step ahead, and keep squeezing as hard as they can in the meantime. That in fact dictates what they are doing.

  12. Re: Strange that the offer stands regardless of NX by Brockmire · · Score: 1

    NXP make FPGA's that are used in many itar projects. It's more of an issue with people.

  13. IP, Licensing, and Parts by emil · · Score: 1

    Qualcomm appears to have made several mistakes with Apple.

    When the iPhone 4 first added CDMA capability and was released to Verizon/Sprint/U.S. Cellular, Qualcomm should have negotiated the per-device percentage for their modems, the FRAND for the GSM modems from Infineon that Apple was currently using, and any IP licensing on top of this. There should have been clauses in the agreement for new patents on each side that discouraged them from going to court.

    Qualcomm should never have licensed their source code as it appears they did in 2010. Apple is too big to trust with this.

    I am guessing that Qualcomm's goal is to extend the per-device percentage onto modems that they did not manufacture (Intel/Infineon). It appears that this practice has ignited the most ire from Apple.

    I wonder if the Intel and MediaTek substitute modems can access Verizon's (legacy) CDMA network. I'd also be curious to see how Samsung handles their Qualcomm licensing, since they (like Apple) use a mix of modems.

    1. Re:IP, Licensing, and Parts by Anonymous Coward · · Score: 0

      Qualcomm is exactly the kind of company Apple makes redundant. Apple purchased talent to make their own SoCs and GPUS.

      Qualcomm aggressively asking for a percentage of sales is exactly how you get Apple to create an in-house competitor and make your part redundant.

      It's cheaper in the long run for Apple to replace Qualcomm as a company than it is to buy parts from Qualcomm. Apple's operations are that big.

      Intel is trying to get their modem business off the ground and is happy to give Apple favorable terms. Even if it doesn't work out out for Intel they could spin off the modem business or sell it to Apple.

      Samsung would do the same thing in a heartbeat if they could.

    2. Re:IP, Licensing, and Parts by emil · · Score: 1

      Qualcomm patents and copyright entirely cover legacy CDMA used by Verizon and Sprint. Apple flat out cannot access those networks without Qualcomm parts. They certainly cannot build their own.

      I don't know if Verizon is now accessible by GSM-only chipsets. Sprint certainly is not.

      Samsung uses Qualcomm modems in the U.S. and their own (GSM) modems elsewhere. Apple does the same thing.

      It might hurt the stock price, but Qualcomm should halt all modem shipments to Apple today.

    3. Re:IP, Licensing, and Parts by The+Cynical+Critic · · Score: 1

      It might hurt the stock price, but Qualcomm should halt all modem shipments to Apple today.

      Yes it may hurt the stock price, but more importantly it's going to drive pretty much all of their customers, including the SoC ones, into the arms of their competitors. What this would show is that anyone who falls out of line and tries to negotiate for more favorable terms and rates can be on the receiving end of a complete production halt to all their devices using Qualcomm parts. No sane company is going to use any hardware from them when there's a risk of something as serious as this hanging over their head. With IP you at least have to go trough the courts to get a sales ban.

      --
      "Why should I want to make anything up? Life's bad enough as it is without wanting to invent any more of it."
  14. Apple without Qualcomm = slow/bad connections by Anonymous Coward · · Score: 0

    Qualcomm is history without Apple and those emotional executives at Apple have probably already made their final decision. But, aside from giving up gigabit-capable LTE bands, it's worth noting that my iPhone 7+ that's been dropped a couple of times (but no scratches thanks to Tech21 case) stays connected via LTE in places where my iPhone X has had to fall back to pre-LTE modulation. One of the two devices probably has an Intel chip in it rather than the superior, but throttled, Qualcomm chip, but I don't know which one and suppose it could also be related to the antenna or different type of housing. I don't think having an inferior LTE chipset will hurt Apple --they learned from their mistake with PC OEMs and used their iPod war chest to buy up all the capacity they could find (basically everything outside of South Korea and then some), making it too expensive to produce a knock-off using an inferior OR a superior chipset.

  15. Qualcomm, the next Yahoo by Anonymous Coward · · Score: 0

    > ... shareholders should welcome new management before the company goes the way of SCO and Oracle/Java ...

    Qualcomm will soon get to enjoy the same fate as that of Yahoo

    When others offered to puchase Yahoo for top dollar, Yahoo's management declined - only to accept a much, much lower offer years later

    I already sold off the last of my Qualcomm stock yesterday, taking advantage on the pent-up demand these few days