Broadcom Limited: Mega Merger Is The Beginning Of A New Era In The Semiconductor Space
SevenSeas Investment Research • 85 Comments
SevenSeas Investment Research • 85 Comments
Will Avago Be A Rock In A Turbulent Semiconductor Sea?
Stephen Simpson, CFA • 10 Comments
Stephen Simpson, CFA • 10 Comments
Tue, May 24, 3:37 PM
- Xilinx (NASDAQ:XLNX) is up 5.9% this afternoon on heavy volume after a StreetInsider report saying the company has drawn a $15B takeover offer, but from a mystery suitor.
- The company has been considered the only large-cap chipmaker with the attributes of a good target, after Intel's purchase of Altera. Apple suppliers including Qualcomm (NASDAQ:QCOM) or Broadcom (NASDAQ:AVGO) are the most likely suitors for Xilinx.
- Xilinx used yesterday's analyst day to reiterate guidance for fiscal 2017 (sales growth of 4-8%, opex growth of 7-9%) and prompt strong bullishness from Pacific Crest. Analyst John Vinh sees the firm taking share in field-programmable gate arrays from Intel's Altera, which has faced delays and has "already lost at 20 nm and 14 nm."
- Xilinx is expecting $750M in incremental revenue over the next five years, a modest 6% in compound annual growth. "Of the $750 million, $500 million is expected to be from market expansion, while $250 million should be from PLD share gains. This would imply ~$3.25 in EPS, which at 20x suggests fair value of $65," Vinh writes.
- That $65 value would be 37% upside from today's (higher) price; Vinh has a price target of $55 (16% upside).
- William Blair's Anil Doradla thought the overall tone was good but "lacked conviction" and was light on comment about the company's key wireless/wireline segments. He's maintaining an Outperform rating.
Thu, Apr. 28, 11:28 AM
- Along with its Q1 results, Cypress Semi (CY +2.7%) announces it's buying Broadcom/Avago's (AVGO +1.1%) wireless IoT chip unit, which sells, Wi-Fi, Bluetooth, and Zigbee chips, for $550M in cash. Cypress is also acquiring Broadcom's WICED IoT brand and related SDK/developer ecosystem.
- With the Broadcom unit having revenue of $189M during the last 12 months, Cypress is paying 2.9x trailing sales. The deal is expected to close in Q3.
- Cypress: "The acquisition strengthens Cypress's position in key embedded systems markets, such as automotive and industrial, and establishes it as a leader in the high-growth consumer IoT market, a segment that includes wearable electronics and home automation solutions."
- Broadcom notes the deal doesn't cover its wireless connectivity offerings for phones, notebooks, set-tops, and Wi-Fi access points. The company has said it's looking to divest some assets in the wake of the Broadcom/Avago merger, as it tries to streamline its offerings and pay off some of the debt taken on to help finance the merger.
- Separately, Cypress states long-time CEO T.J. Rodgers will step down this week. While the board searches for Rodgers' successor, daily operations will be handled by an Office of the CEO featuring several senior execs.
- Rodgers: "This March, Valeta and I celebrated my 68th birthday in Mexico. Upon reflection, while I am still passionately interested in Element 14, silicon, I have always planned not to be spending most of my time in the last decade of my career immersed in the details of the operations ... And, to be completely candid, the board and even the executive staff have urged me to bring new blood into operations." He'll continue to work on some projects for Cypress.
- Cypress is guiding for Q2 revenue of $440M-$470M and EPS of $0.10-$0.14, in-line with a consensus of $454.8M and $0.11. Both Cypress and Broadcom are higher.
Thu, Mar. 10, 6:44 PM
- Notably, Marvell doesn't go as far as to say it isn't looking to sell itself. The NY Post reported last weekend Marvell is now open to a sale, and speculated Avago, now known as Broadcom (NASDAQ:AVGO), could buy the company. Light Reading reported last summer Avago is looking to bid for Marvell once it's done acquiring Broadcom.
- MRVL -0.8% after hours to $9.92.
Mon, Mar. 7, 9:49 AM
- The NY Post reports Marvell (MRVL +2.5%) is now open to selling itself. Broadcom (AVGO -1%), the product of a giant recently-closed merger between Avago and (traditional) Broadcom, is mentioned by a source as a potential buyer.
- Light Reading reported last July Avago is looking to bid for Marvell after the Broadcom deal closes. In the event of a deal, there could be some antitrust scrutiny regarding Ethernet and Wi-Fi/Bluetooth combo chip overlap.
- The Post's report comes shortly after the end of Marvell's Audit Committee probe (no fraudulent activity was found), and a month after activist Starboard Value disclosed a 6.7% stake (followed a 2013 stake disclosure by KKR), while calling for fresh cost cuts. Marvell also recently settled Carnegie Mellon's infringement suit against the company for $750M.
- Marvell is higher on a morning the Nasdaq is down 0.3%.
Nov. 10, 2015, 6:21 PM
- As expected, both Avago (NASDAQ:AVGO) and Broadcom (NASDAQ:BRCM) shareholders have approved the companies' planned merger. Avago states over 99% of shareholder votes were cast in favor of the deal. (PRs: Avago, Broadcom)
- The deal is expected to close in late 2015 or early 2016, following (expected) regulatory approvals; EU regulators are reportedly set to sign off. As previously announced, Broadcom shareholders can elect to receive either $54.50/share in cash or 0.4378 shares (current value of $52.47), with half the total payout in cash and half in stock.
- Avago fell 5.3% and Broadcom fell 3.3% in regular trading following a Credit Suisse report stating Apple has cut iPhone component orders by up to 10%.
Nov. 3, 2015, 6:19 AM
- EU antitrust regulators are set to unconditionally approve Avago Technologies' (NASDAQ:AVGO) proposed $37B takeover of Broadcom (NASDAQ:BRCM), according to Reuters.
- The acquisition is one in a series of global semiconductor deals this year, with consolidation driven by demand for cheaper chips and new products to power Internet-connected devices.
Oct. 6, 2015, 12:57 PM
- Skyworks (NASDAQ:SWKS) has tumbled towards $75 after announcing it's buying storage and telecom IC vendor PMC-Sierra (NASDAQ:PMCS) for $2B in cash on hand. (PR)
- Fellow RF chipmaker Avago (AVGO -6.7%), which (thanks to the LSI acquisition) competes against PMC-Sierra in the storage controller market, is also off, as is merger partner Broadcom (BRCM -3.2%), which competes against PMC to an extent in the telecom IC and network processor markets. RF peer Qorvo (QRVO -3.3%) is also getting hit. The Nasdaq is down 1.2%.
- Possibly hurting the group: Skyworks has used the PMC deal to announce it expects FQ4 (calendar Q3) revenue of $880M and EPS of $1.52. That's slightly above prior guidance of $875M and $1.51 and a consensus of $876M and $1.51, but expectations have been high following a long string of beat-and-raise quarters.
- The PMC acquisition expands Skyworks' reach to a slew of non-RF chip markets and enterprise/telecom infrastructure end-markets. It's expected to yield $75M in cost synergies within 12 months of closing (expected in 1H16), and subsequently boost Skyworks' annual EPS by $0.75. Assuming that target is hit, Skyworks is paying 14x forward EPS.
- Update (1:04PM ET): BofA/Merrill is defending Skyworks and Avago, arguing forward P/Es of less than 10 make shares very cheap.
- Update 2 (5:01PM ET): The group staged a comeback in afternoon trading. Skyworks closed down 1.4%, Avago 3.4%, Qorvo 1.1%, and Broadcom 1.6%. The Nasdaq closed down 0.7%.
Oct. 1, 2015, 10:58 AM
- Ahead of the Broadcom merger, Avago (AVGO -4%) is selling its optical module unit to contract manufacturing giant Foxconn for a yet-undisclosed sum. Over 900 Avago employees will join Foxconn.
- Avago will hold onto its optical component business, and serve as Foxconn's exclusive optical component supplier. The deal comes two years after Avago bought optical component maker CyOptics for $400M.
- Though its acquisitions (CyOptics, LSI, PLX, Emulex, and soon Broadcom) have received more attention, Avago hasn't been shy about selling assets along the way. Last year, the company sold its flash storage module/controller chip business to Seagate for $450M, and its Axxia network processor unit to Intel for $650M.
- Shares are selling off on a morning the Nasdaq is down 0.6%, and the Philadelphia Semi Index down 2.4%.
Aug. 6, 2015, 9:53 AM
- Qualcomm (QCOM -0.5%), via its Atheros Wi-Fi/connectivity chip unit, is buying DSL modem/infrastructure IC and home gateway processor vendor Ikanos (NASDAQ:IKAN) for $2.75/share, or roughly $47M based on Ikanos' Q2 diluted share count. The price represents a 57% premium to Ikanos' Wednesday close. The deal is expected to close by year's end.
- Ikanos' products complement Qualcomm/Atheros home Wi-Fi and wireline networking offerings. Qualcomm: "The combination of Qualcomm Atheros' broad home gateway IP portfolio, including Wi-Fi, powerline, small cell, and Ethernet switch technologies, and Ikanos' advanced wired modem technology, is designed to create a complete solution for a wide range of home gateway products to better serve the carrier segment." Broadcom (NASDAQ:BRCM) and Marvell (NASDAQ:MRVL) are among the other companies competing in this space.
- Qualcomm CEO Steve Mollenkopf suggested last week his company would make new chip acquisitions.
Jul. 17, 2015, 4:16 PM
- Not content with its recent ~$37B cash/stock deal to merge with Broadcom (BRCM +0.2%), acquisition-hungry Avago (AVGO -0.8%) is looking to bid for Broadcom rival Marvell (MRVL +0.5%), "a reputable source" tells Light Reading.
- Marvell moved slightly higher following the report. With a current $6.7B market cap - a deal could require a price above $8B - Marvell would be a relatively easy fish to swallow. However, its product line overlaps with Broadcom's in the Ethernet transceiver, Ethernet switching chip, and Wi-Fi/Bluetooth combo chip markets (among other areas), and the Ethernet overlap could result in antitrust scrutiny.
- There has been speculation Avago isn't done with its buyout binge. The company snapped up LSI, PLX Technology, and Emulex prior to the Broadcom deal, and has a good track record of reaping major cost synergies from acquisitions.
- Meanwhile, Marvell has been viewed as a potential acquisition target as the chip industry continues consolidating. Shares rose earlier this week on a report of buyout interest from state-owned Chinese firm PDSTI.
Jun. 25, 2015, 1:29 PM
- Broadcom (BRCM -0.1%) is partnering with Chinese networking hardware leader H3C (until recently an HP subsidiary) to "explore new market requirements and technical trends to optimize the interaction and performance of current and future platforms and architectures." H3C uses Broadcom's Ethernet ICs in its hardware.
- The company is also partnering with Chinese systems integrator Inspur on 4K/DOCSIS 3.0 set-top solutions relying on Broadcom's chips, and with Beijing-based pay-TV provider StarTimes to "jointly define and develop set-top box offerings in Africa," and "invest engineering resources to develop a series of low-cost set-top boxes and high-end Ultra HD home gateways."
- Broadcom has been taking set-top IC share from STMicroelectronics. On its Q1 CC (transcript), the company stated its set-top/broadband modem chip sales grew at a double-digit Y/Y clip.
- Meanwhile, speculation continues to swirl that Avago (AVGO +0.3%), which is set to merge with Broadcom in a ~$37B cash/stock deal (follows deals for LSI, PLX, and Emulex), is up for further M&A. FBR's Chris Rolland: "They are looking for higher quality, accretive ideas that typically diversify their business. The target list is many."
- With all 4 of Avago's recent deals having a major data center component, Gartner's Sergis Mushell thinks the company could look to fill remaining holes in its data center line, such as power management and timing ICs. IDC believes analog/mixed-signal chipmakers with high gross margins could be in play - Texas Instruments appears to be looking in that direction.
- Prior Broadcom/Avago coverage
May 28, 2015, 1:34 PM
- In a presentation (.pdf) discussing their planned merger, Avago (AVGO -0.4%) and Broadcom (BRCM -2.6%) state they're aiming for a 40% long-term op. margin, up from the 30% collectively possessed by the companies today. Gross margin is forecast to rise to 60% from a current 57%, and R&D and SG&A spend respectively fall to 16% and 4% of revenue from 20% and 7%.
- Avago and Broadcom, who have $15.1B in revenue between them, are only forecasting a 5% long-term revenue CAGR. However, Avago CEO Hock Tan states the outlook is "probably conservative."
- Avago plans to partly finance the $17B cash portion of the deal via $9B worth of new debt. The post-merger company is expected to have $15.5B in debt and $1.3B in cash; Broadcom shareholders will have a 32% stake. The deal is expected to close in Q1 2016.
- Many potential product synergies exist. Among the possibilities: Wi-Fi/Bluetooth solutions that pair Broadcom's combo chips with Avago RF components; server/storage connectivity product lines featuring a mixture of Broadcom's Ethernet transceivers and switching chips and Avago's adapter cards and optical transceivers - Stifel thinks Mellanox (MLNX -0.3%) could be at risk here - and telecom equipment product lines that combine Broadcom's network processors and switching chips with Avago's optical components.
- Meanwhile, in its FQ2 report (issued in tandem with the merger announcement), Avago has guided for FQ3 revenue of $1.74B (+/- $25M), above a $1.68B consensus. The company reported a 66% Y/Y increase in FQ2 wireless chip revenue (aided by strong Apple/Samsung demand), along with 74% and 64% increases in wired infrastructure and industrial/other revenue (lifted by both organic growth and M&A).
May 28, 2015, 7:21 AM
- Avago Technologies (NASDAQ:AVGO) announces it will acquire Broadcom (NASDAQ:BRCM) in a stock and cash transaction valued at $37B.
- Broadcom shareholders will receive $54.50 in cash per share and 0.4378 shares in the newly formed company as part of the deal
- Avago expects the acquisition to be immediately accretive to earnings and help it generate $750M in annual cost synergies within 18 months of the closing.
- BRCM +0.85% premarket to $57.64 after soaring yesterday off leaked reports of the deal.
- Previously: Avago reportedly in merger talks with Broadcom; shares soar (May. 27 2015)
May 27, 2015, 2:26 PM
- The WSJ reports Broadcom (BRCM +16.6%) is "in advanced talks to be bought" by Avago (AVGO +6.4%). Shares of both companies have shot higher.
- A deal would effectively be a merger rather than an acquisition: Avago is currently worth $35.1B, and Broadcom $32B. The post-merger company would have a massive product line spanning a variety of mobile, networking, home electronics, and telecom equipment chip markets.
- Avago has bought a string of companies over the last 18 months amid a massive chip industry consolidation wave, and has been rumored to be eying several others.
- Update (3:37PM ET): Bloomberg is backing up the WSJ's report, while adding a deal could be announced as soon as tomorrow.
- Update 2 (3:50PM): CNBC reports Avago's board plans to vote on the deal tonight.
May 18, 2015, 12:35 PM
- Xilinx (XLNX +1.3%) is higher after the NY Post reported Intel and Xilinx FPGA archrival Altera have resumed buyout talks. Shares jumped in March after the first Intel/Altera report arrived.
- Last week, Reuters reported Avago (AVGO +1.3%) has reached out to Xilinx, analog/mixed-signal chipmaker Maxim (MXIM +0.6%), and Japanese microcontroller/analog chipmaker Renesas (OTCPK:RNECF) about potential deals. Sources also state Avago has talked with P-E firm Silver Lake about partnering on a deal.
- Avago has acquired LSI, PLX Technology, and Emulex over the last 2 years, and was previously reported to have bid for Freescale before the company agreed to merge with NXP. The company is one of many chipmakers taking part in a consolidation wave driven by both cost and product synergies.
Apr. 9, 2015, 9:52 AM
- CNBC's David Faber has reported Intel (NASDAQ:INTC) has ended talks to acquire FPGA vendor Altera due to a failure to agree on price. That has fueled speculation Intel will make a bid for Broadcom (NASDAQ:BRCM), which competes with Intel in several telecom/networking chip markets and complements the chip giant's offerings in many others.
- Also possibly helping Broadcom: Ladenburg Thalmann has launched coverage with a Buy rating and $51 target.
- With a current $26.3B market cap - a buyout price would likely have to be over $30B - Broadcom would be a big fish to swallow. Q1 results arrive on April 21.