本月早些时候,全球最大的模拟芯片供应商德州仪器(TI)宣布终止收购美信集成的努力,后者同样专注于模拟集成电路。据称,从 2015 年 10 月开始,德州仪器和 ADI 公司一起就竞购美信展开对话。据彭博社报道,三方的管理层均未对此作出公开回应。交易的焦灼点集中在价格上。美信并未公开出售但显然对一个大尺度的溢价保持开放态度。2015 年全球半导体产业出现了大量的并购,总额超过 1000 亿美元。下面我们来分析下德州仪器为什么在 2015 开启对美信的收购案,而在 2016 年又最终放弃了。

 

Earlier this month, largest analog chip maker Texas Instruments (Nasdaq:TXN) reportedly ended its efforts to acquire Maxim Integrated Products Inc (Nasdaq: MXIM), a semiconductor company focused on analog integrated circuits. Texas Instruments, along with Analog Devices (Nasdaq: ADI), was said to be in talks to acquire Maxim since October 2015. [1] None of three managements would comment on the private talks, which were reported to Bloomberg by knowledgeable individuals.  The chief obstacle to a transaction was said to be price.  Maxim has not put itself on the market but apparently is open to a purchase with a sizable premium. The global semiconductor industry saw record number of mergers and acquisitions activity in 2015, totaling over $100 billion. Below we analyse the reasons why the company might have considered the option of acquiring Maxim in 2015 and then opted out of it in 2016.

 

Our price estimate of $51 for Texas Instruments is approximately 5% above the current market price.

 

Maxim Strongly Positioned To Command Premium

As semiconductor company, Maxim had seen interest from at least two potential acquirers, Texas Instruments and Analog Devices, which meant that it was in a favorable position for deal negotiations. Moreover, with revenues in excess of $ 2 billion and ranking sixth in global Analog Chip market share in 2014, Maxim competes with Texas in the market for analog chips. Acquiring Maxim could benefit Texas greatly owing to operational synergies, reduced competition and increased market reach. This gave Maxim further advantage to negotiate a higher price for a buyout deal. In Q1 2016 earning’s conference call, Maxim’s CEO stated that they were focused on maximizing their internal value through cost cutting and growth initiatives. He added that the company had the potential to acquire other companies in the area, rather than being the acquiree. However, Maxim’s stock had jumped approximately 9 % on the news of a potential acquisition by Texas in October last year, signalling that investors were confident about Maxim’s future growth opportunities. We believe that the aforementioned reasons would have helped Maxim command a hefty premium over its existing valuation, which would have outweighed the benefits of acquisition from Texas’ point of view.

 

Semiconductor Industry Witnessing A Wave Of Consolidations

Demand for cheaper chips and a surge of new products — from PCs to smartphones to the Internet-of-Things (IoT) — has intensified competition in the semiconductor market, which in turn has put pressure on the chipmakers’ bottom line. As a result, the semiconductor space has seen a number of consolidations in the year 2015 and is likely to see some more in the near future.

 

In March 2015, NXP Semiconductors acquired Freescale Semiconductor for $11.8-billion. Avago acquired chipmaker LSI Corp for $6.6 billion and its prospective acquisition of Broadcomm  for $37 billion is pending. ((Avago-Broadcom $37 billion deal paves way for more consolidations, The Times Of India, June 1, 2015))  Additionally, Intel Corp acquired Altera Corp, a leading fabless vendor of Field Programmable Gate Arrays (FPGAs), for $16.7 billion. (Read: Why Acquiring Altera Can Be A Good Thing For Intel)

 

However, unlike other companies who focus on diversifying their business into other areas, Texas is inclined towards acquiring companies that have a strong foothold in Analog space and can generate long term cash returns. For this reason, Maxim was a potential acquisition target for the company. However, now that Texas has dropped its plan to acquire Maxim, we believe it may look for other potential acquisition targets in the near future to stay ahead in the semiconductor space as competition in the market intensifies.