Elliott Welcomes Qualcomm's Increased Offer Consideration of $127.50 Per NXP Share
20 Febrero 2018 - 5:35AM
Business Wire
Enters into Tender and Support Agreement with
Qualcomm
Commends “positive outcome for all NXP
shareholders”
Elliott Advisors (UK) Limited (“Elliott”), which advises funds
that collectively constitute one of the largest shareholders in NXP
Semiconductors N.V. (NASDAQ: NXPI) (“NXP” or the “Company”),
announced today that it has entered into a tender and support
agreement with Qualcomm River Holdings, B.V., a subsidiary of
QUALCOMM Incorporated (“Qualcomm”), in connection with Qualcomm
River Holdings’ agreement to improve the terms of its offer to
acquire all of the outstanding shares of NXP.
The improved terms are documented in an amended purchase
agreement (the “Amended Purchase Agreement”) between Qualcomm River
Holdings and NXP, which contemplates an increased cash
consideration payable to NXP shareholders of $127.50 per share –
representing an increase of 16%, or approximately $5.9 billion in
aggregate equity value, from the prior offer price of $110 per
share. The Amended Purchase Agreement also enhances certainty of
closing through Qualcomm River Holdings’ agreement to reduce the
minimum tender condition from 80% to 70% and confirm certain
regulatory commitments. In light of the increased offer price and
the commitments by Qualcomm River Holdings, Elliott has agreed to
tender the shares it owns into the Offer.
Elliott believes that today’s announcement reflects a positive
outcome for all NXP shareholders and is pleased that the company’s
value has been recognized in the revised transaction terms. Elliott
looks forward to supporting the transaction pursuant to the terms
of its binding commitment to tender.
In Elliott’s view there is a strong strategic rationale for
Qualcomm to acquire NXP - the combination of Qualcomm’s leadership
in connectivity and computing, together with NXP’s leadership in
Auto, IoT and security creates a very powerful combination. The
combined company will be able to further leverage its innovation
pipeline with the potential to drive significant financial
synergies. Elliott believes that this revised transaction is an
attractive outcome for shareholders of both Qualcomm and NXP.
About Elliott
Founded in 1977, Elliott Management Corporation is one of the
oldest private investment firms of its kind under continuous
management. The firm’s investors include pension funds, private
endowments, charitable foundations, family offices, and employees
of the firm. Elliott Advisors (UK) Limited is an affiliate of
Elliott Management Corporation.
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version on businesswire.com: http://www.businesswire.com/news/home/20180220005800/en/
Media:Elliott Advisors (UK) LimitedSarah Rajani CFA, +44
(0) 20 3009 1475srajani@elliottadvisors.co.uk
Elliott Management CorporationStephen Spruiell, +1
212-478-2017sspruiell@elliottmgmt.com
Information Agent:Okapi Partners LLCPat McHugh, +1
212-297-0720info@okapipartners.com
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