February 20, 2018 / 11:56 AM / 3 months ago

BRIEF-Qualcomm Raises Tender Offer For NXP To $127.50/Share

Feb 20 (Reuters) - Qualcomm Inc:

* QUALCOMM ENTERS INTO AMENDED DEFINITIVE AGREEMENT WITH NXP

* INCREASES DEAL PRICE TO $127.50 IN CASH PER SHARE

* QUALCOMM REAFFIRMS HIGH CONFIDENCE IN FISCAL 2019 NON-GAAP EPS OF $6.75-$7.50

* ‍AMENDED AGREEMENT ALSO LOWERS MINIMUM TENDER CONDITION FROM 80% OF NXP’S OUTSTANDING SHARES TO 70%​

* INTENDS TO FUND ADDITIONAL CONSIDERATION WITH CASH ON HAND AND NEW DEBT

* QUALCOMM RIVER HOLDINGS B.V. ENTERED INTO BINDING AGREEMENTS WITH 9 NXP STOCKHOLDERS TO TENDER THEIR SHARES AT $127.50 PER SHARE

* STOCKHOLDERS WHO TENDERED SHARES INCLUDE FUNDS AFFILIATED WITH ELLIOTT ADVISORS (UK) LIMITED AND SOROBAN CAPITAL PARTNERS LP

* AMENDED TENDER OFFER FOR NXP IS NOT SUBJECT TO ANY FINANCING CONDITION

* REVISED OFFER CONDITIONED ON AT LEAST 70% OF OUTSTANDING SHARES OF NXP BEING VALIDLY TENDERED AND NOT WITHDRAWN PRIOR TO OFFER EXPIRATION

* NXP DEAL REMAINS CONTINGENT ON CLEARANCE FROM MINISTRY OF COMMERCE IN CHINA

* OPTIMISTIC THAT CO WILL GET MOFCOM CLEARANCE FOR NXP DEAL “IN NEAR TERM”

* TENDER OFFER OF QUALCOMM RIVER HOLDINGS B.V. TO ACQUIRE NXP WILL BE AMENDED AND EXPIRATION TIME FOR OFFER WILL BE EXTENDED TO MARCH 5, 2018

* ACQUISITION OF NXP HAS RECEIVED ANTITRUST CLEARANCE FROM EIGHT OF NINE REQUIRED GOVERNMENT REGULATORY BODIES​

* ‍QUALCOMM’S ACQUISITION OF NXP REMAINS CONTINGENT ON CLEARANCE FROM MINISTRY OF COMMERCE (MOFCOM) IN CHINA​

* SAYS “‍NXP IS A HIGHLY STRATEGIC AND ATTRACTIVE ACQUISITION FOR QUALCOMM THAT ENHANCES VALUE OF OUR LEADING 5G TECHNOLOGIES​”

* ‍FISCAL 2019 NON-GAAP EPS TARGET INCLUDES $1.50 PER SHARE ACCRETION FROM ACQUISITION OF NXP​

* BINDING AGREEMENTS REACHED WITH NINE NXP STOCKHOLDERS WHO COLLECTIVELY OWN MORE THAN 28% OF OUTSTANDING SHARES‍​ Source text for Eikon: Further company coverage:

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