Core Viewpoint - The merger between Skyworks and Qorvo aims to create a leading global high-performance RF, analog, and mixed-signal semiconductor company, with a combined valuation of approximately $22 billion [1]. Strategic Basis and Transaction Highlights - The merger is expected to enhance scale and financial strength, projecting total revenue of about $7.7 billion and adjusted EBITDA of $2.1 billion for the combined entity, allowing for more competitive positioning [2]. - The combined company will have a robust innovation capability, bringing together around 8,000 engineers and over 12,000 patents, which will accelerate the development of advanced system-level solutions [2]. - The merger is anticipated to create a $5.1 billion mobile business, enhancing revenue stability and competitive strength across platforms [2]. - A diversified market platform valued at $2.6 billion will be established, targeting sectors like defense, aerospace, edge IoT, AI data centers, and automotive, characterized by strong long-term growth trends [2]. - The merger will strengthen domestic manufacturing capabilities and improve capital efficiency through a robust supply chain network [2]. Immediate Value Addition - The transaction is expected to significantly increase non-GAAP earnings per share immediately after completion and generate $500 million or more in annual cost synergies within 24-36 months post-integration [3]. Transaction Details - Under the agreement, Qorvo shareholders will receive $32.50 in cash and 0.960 shares of Skyworks common stock per share, resulting in a combined enterprise value of approximately $22 billion [4]. - Post-merger, Skyworks shareholders will own about 63% of the combined company, while Qorvo shareholders will hold approximately 37% [4]. - Phil Brace will serve as CEO of the merged entity, with Bob Bruggeworth joining the board [4]. - The transaction will be financed through existing cash and additional financing commitments from Goldman Sachs and Bank of America, with a favorable net leverage ratio of about 1.0 times adjusted EBITDA expected post-transaction [4]. Timeline and Approvals - Both companies' boards have unanimously approved the transaction, which is expected to close in early 2027, pending necessary regulatory approvals and shareholder votes [5].