Summary
QUALCOMM Incorporated (Qualcomm) announced on January 5, 2011, its entry into a definitive Agreement and Plan of Merger with Atheros Communications, Inc. This agreement outlines the terms for Qualcomm to acquire Atheros through a merger where Atheros will become a wholly owned subsidiary of Qualcomm. The transaction is structured as an all-cash deal, with Atheros stockholders to receive $45.00 per share for their common stock. This acquisition represents a significant strategic move for Qualcomm, aimed at expanding its presence and capabilities, likely within the semiconductor and wireless technology sectors. The deal is subject to customary closing conditions, including Atheros stockholder approval and regulatory clearances such as the Hart-Scott-Rodino Act. Investors should monitor the progress of these approvals and any potential impact on Qualcomm's financial structure and market position.
Key Highlights
- 1Qualcomm to acquire Atheros Communications, Inc. for $45.00 per share in cash.
- 2The acquisition is structured as a merger with Atheros surviving as a wholly owned subsidiary.
- 3The total transaction value is not explicitly stated but can be calculated based on Atheros' outstanding shares at the time.
- 4The deal is subject to approval by Atheros' stockholders.
- 5Regulatory approvals, including Hart-Scott-Rodino antitrust clearance and foreign regulatory approvals, are required.
- 6Atheros has agreed to customary 'no-shop' provisions, restricting solicitation of alternative transactions.
- 7A termination fee of approximately $104 million may be payable by Atheros under certain circumstances.