Texas Instruments to Acquire Silicon Labs

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Texas Instruments, a global semiconductor company that designs, manufactures and sells analog and embedded processing chips, and Silicon Labs, a leader in secure, intelligent wireless technology, announced they have signed a definitive agreement under which Texas Instruments will acquire Silicon Labs for $231.00 per share in an all-cash transaction, representing a total enterprise value of approximately $7.5 billion.

The acquisition will create a global leader in embedded wireless connectivity solutions by combining Silicon Labs' strong portfolio and expertise in mixed signal solutions with Texas Instruments' leading analog and embedded processing portfolio and internally owned technology and manufacturing capabilities. The combined company will accelerate growth by better serving existing and new customers through enhanced innovation and market access.

"The acquisition of Silicon Labs is a significant milestone that strengthens our long-term embedded processing strategy. Silicon Labs' leading embedded wireless connectivity portfolio enhances our technology and IP, enabling greater scale and allowing us to better serve our customers. Texas Instruments' industry-leading and internally owned technology and manufacturing is optimized for Silicon Labs' portfolio, and will provide customers dependable supply worldwide," said Haviv Ilan, chairman, president and chief executive officer of Texas Instruments. "Together, we can do more. The Texas Instruments and Silicon Labs teams share a high-performing culture focused on excellence, engineering and innovation, and I am highly confident this transaction positions the combined company to deliver sustained value creation for Texas Instruments' shareholders."

"Texas Instruments and Silicon Labs share a strong Texas heritage and a long-term commitment to building technology companies the right way," said Matt Johnson, president and CEO of Silicon Labs. "Over the last decade, Silicon Labs has delivered double-digit growth, driven by the accelerating demand for more connected devices. The opportunity ahead is significant for both Texas Instruments and Silicon Labs. By combining our embedded wireless connectivity portfolio with Texas Instruments' scale, technology and manufacturing capabilities, we will be positioned to serve more customers and accelerate innovation."

Compelling strategic and financial benefits

Enhances global leadership in embedded wireless connectivity solutions: With breadth and depth across products, technology and customers, the combined company is positioned to be a leading provider of embedded wireless connectivity solutions, a fast-growing area with more devices getting connected every day. The transaction expands Texas Instruments' portfolio with the addition of approximately 1,200 products that support a variety of wireless connectivity standards and protocols.

Leverages industry-leading, dependable and low-cost manufacturing capacity to better serve customers: The transaction positions the combined company to deliver fully integrated process, design and manufacturing capabilities by reshoring Silicon Labs' manufacturing from external foundries, leveraging Texas Instruments' industry-leading and internally owned capacity. Texas Instruments' manufacturing footprint includes 300mm wafer fab facilities in the U.S., as well as internal assembly and test capabilities, providing low-cost capacity available at scale for Silicon Labs' products. Texas Instruments' defined process technologies, including 28nm, are optimized for Silicon Labs' wireless connectivity portfolio, enabling more efficient and faster future process technology design cycles.

Deepens customer engagement through reach of market channel and cross-sell opportunities: Texas Instruments' direct customer relationships, experienced sales force, and extensive website and e-commerce capabilities can accelerate growth further. Silicon Labs' record of delivering approximately 15% compound annual revenue growth since 2014 is supported by increasing customer access, cross-sell opportunities and deepening engagement with existing customers. The combined company's strengthened product portfolio will better serve its combined customer base.

Substantial synergy opportunity: The transaction is expected to generate ~$450 million in annual manufacturing and operational synergies within three years post-close.

Transaction details

Under the terms of the agreement, which has been unanimously approved by the Board of Directors of both companies, Silicon Labs stockholders will receive $231.00 in cash for each share of Silicon Labs common stock they hold at the time of closing. Texas Instruments expects to fund the transaction with a combination of cash on hand and debt financing to be arranged prior to closing. The transaction is not subject to any financing contingency.

The transaction is expected to close in the first half of 2027, subject to receipt of regulatory approvals and other customary closing conditions, including approval by Silicon Labs stockholders.

The transaction is expected to be accretive to Texas Instruments' earnings per share, excluding transaction-related costs, in the first full year post-close. Texas Instruments remains committed to its capital return strategy to return 100% of free cash flow to shareholders over time via dividends and share repurchases.