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Is NXP Semiconductors N.V. a Buy?

By Anders Bylund - Feb 22, 2018 at 9:41AM

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NXP might look like a tempting play right now, in the midst of two brewing buyouts. Here's why that line of thinking is a mistake.

NXP Semiconductors (NXPI 3.79%) is a hot property right now. The company is part of a three-way merger drama that includes larger peers Qualcomm (QCOM 4.17%) and Broadcom (AVGO 2.52%). NXP's share prices surged 6% higher a couple of days ago as Qualcomm boosted its buyout offer for the Dutch chip maker.

So, it's only natural to wonder if this would be a good time to buy shares of NXP -- jump aboard while the bidding war is hot, right?

Well, hold your horses. I'm here to explain why you're better off selling whatever NXP shares you own right now.

Young woman bending over backwards, to the point where her hands are tucked under her heels.

Qualcomm is bending over backwards. Image source: Getty Images.

Of this, we can be sure

Let me make it clear that NXP won't see any higher buyout bids at this point. There are no 100% sure things on the stock market, but this is the closest thing to an absolute truth. Qualcomm is bending over as far backwards as it can to close its NXP merger, and there are no other bidders at the table.

Qualcomm's updated offer of $127.50 per NXP share came with the full support of activist investor firm Elliott Advisors, which had been campaigning for a higher buyout price since last summer. Nobody is lobbying for an even bigger price tag anymore.

After trading NXP shares well above Qualcomm's original offer of $110 per share since July of 2017, investors have now settled down just 1.5% below the updated all-cash bid. There's hardly any room to make significant profits off of that minimal arbitrage gap.

What's up next in the Broadcom-Qualcomm arena?

Broadcom responded to Qualcomm's bigger NXP agreement by lowering its hostile takeover bid for Qualcomm by $3 per share. In Broadcom's view, Qualcomm is raising $6.2 billion of new debt just to shove it all into the pockets of NXP's shareholders.

The original offer of $79 per Qualcomm share would be back on if Qualcomm fails to close the NXP deal at the higher price. Mind you, it doesn't matter whether Qualcomm backs down to the old deal of $110 per NXP share or cancels that buyout altogether -- Broadcom's response would be the same.

In effect, Broadcom is arguing that NXP adds no real value to Qualcomm, so increasing that deal price works out to a self-serving transfer of borrowed funds to NXP's current owners.

I don't see how Broadcom's action could convince Qualcomm's shareholders to embrace an unwelcome acquisition. We'll see on March 6, when Qualcomm holds its annual meeting and shareholders get to vote for or against Broadcom's proposed slate of directors. That voting card now carries just six Broadcom-approved names rather than the original proposal to replace all 12 of Qualcomm's directors with deal-friendly faces.

Shrugging businesswoman.

Not much left to do here. Image source: Getty Images.

The upshot: NXP is done

At this point, the NXP deal is nearly guaranteed to close at $127.50 per share. The final signatures should arrive in the next couple of weeks, pending approval of the deal by Chinese regulators and at least 70% of NXP's shareholders. Assuming that all of this happens before March 6, there should be no uncertainty about the NXP deal when the votes are collected regarding the Broadcom offer.

The NXP story has largely been told, leaving nearly no upside but a small risk that the Chinese government could hamstring the deal at the last minute. Meanwhile, the Broadcom proposal is very much up in the air. Broadcom has lowered both its bid and its boardroom ambitions, which makes the whole deal look shaky, but crazier things have happened. I'll watch the March 6 vote from the sidelines with a very large bowl of popcorn.

You should sell NXP right now and buy Qualcomm shares instead if you're looking for further buyout drama.

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Stocks Mentioned

NXP Semiconductors N.V. Stock Quote
NXP Semiconductors N.V.
$159.32 (3.79%) $5.81
QUALCOMM Incorporated Stock Quote
QUALCOMM Incorporated
$125.10 (4.17%) $5.01
Broadcom Limited Stock Quote
Broadcom Limited
$509.09 (2.52%) $12.51

*Average returns of all recommendations since inception. Cost basis and return based on previous market day close.

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