ON Semiconductor (Nasdaq: ON) , a leader in intelligent power and sensing technologies, today disclosed details of its proposal to the Board of Directors of Allegro Microsystems (Allegro) (Nasdaq: ALGM), an all-cash acquisition offer for $35.10 per share of Allegro’s common stock on a fully diluted basis (the “Proposal”), representing an enterprise value of $6.9 billion.
Onsemi has attempted to enter into constructive discussions regarding a potential transaction on several occasions over the past six months, the most recent of which was submitted on February 12, 2025, which is an increase over the initial offer of $34.50 per share submitted on September 2, 2024.
Hassane El-Khoury, CEO of ON Semi, said, “We believe the combination of ON Semi and Allegro will bring together two complementary businesses that will benefit our respective customers and provide immediate value to Allegro shareholders. Allegro has built an impressive leadership position in magnetic sensing and power ICs for automotive and industrial end markets. Combining Allegro’s unmatched product portfolio with ON Semi’s differentiated intelligent power and sensing technologies will create a diversified leader in automotive, industrial, and AI data center applications.”
“While we had hoped to reach an agreement with Allegro privately, our decision to make public Onsemi’s proposal reflects our confidence in the merits of the combined company and what we believe is in the best interests of Allegro and Onsemi shareholders. Onsemi urges Allegro’s board of directors and management to engage in good faith discussions regarding the transaction proposed by Onsemi management that maximizes value for Allegro shareholders,” the company explained.
Given the strengths of both companies in the automotive and industrial markets, the merger of Onsemi and Allegro will create natural strategic synergies as follows:
A strong strategic rationale that benefits customers and employees: Allegro’s product line complements Onsemi’s leadership in intelligent power and sensing for automotive, industrial, and AI data center applications. The merger will bring together two powerful companies with a shared culture of innovation and access to exciting new development opportunities within the expanded organization.
Provides immediate and certain value to Allegro shareholders: Under the terms of the offer, Onsemi’s all-cash offer of $35.10 per share represents a 57% premium to Allegro’s closing price on February 28, 2025, the last trading day prior to any media reporting of Onsemi’s interest in acquiring Allegro.
Clear Path to Completion and Financing Plan: Onsemi has assembled a highly experienced team of advisors who are fully prepared to complete due diligence quickly and efficiently and enter into a mutually agreeable definitive agreement. Onsemi also anticipates no uncertainty in financing and plans to fund the potential transaction using a combination of secured funds, cash on hand, and available funds under its existing revolving credit line.
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