NEW YORK, June 26, 2026, 09:07 EDT
- ON Semiconductor (NASDAQ:ON) dropped 14.2% to $101.85 premarket after the company said it will acquire Synaptics (NASDAQ:SYNA) in an all-stock transaction.
- The fixed 1.350-share exchange ratio puts Synaptics at around $137.50 per share based on ON’s 9:04 a.m. premarket price. That’s lower than the $160.30 value calculated from ON’s Thursday close.
- If the premarket slide sticks at the open, ON could see about $6.6 billion wiped from its equity value—nearly matching the deal’s $7 billion enterprise value.
ON Semiconductor Corporation (NASDAQ:ON) dropped 14.2% to $101.85 ahead of the bell at 9:04 a.m. EDT Friday. The move came after ON said it will acquire Synaptics Incorporated (NASDAQ:SYNA) with stock. Nasdaq trading was set to start at 9:30 a.m. Eastern; June 26 wasn’t listed as a Nasdaq holiday for 2026.
ON’s terms give Synaptics holders 1.350 ON shares for every Synaptics share, locking in the exchange. At ON’s premarket level, that values Synaptics at about $137.50 a share. On Thursday, when ON closed at $118.74, the number was $160.30 for each Synaptics share.
The spot value of the offer fell by $22.80 per Synaptics share before the cash market opened. The 19% premium cited came from the 10-day volume-weighted average closing prices, not Friday’s premarket level.
Synaptics was up 4.5% at $131.29 in premarket trading after finishing Thursday at $125.62. The target is still about 4.5% under the live implied offer, which moves with ON’s share price, the expected deal timeline, and approval risk.
ON shares took a bigger hit premarket. MarketWatch put outstanding shares at 391.9 million. A $16.89 slide before the bell meant about $6.6 billion wiped off the equity value if the drop held when markets opened. The deal values the company at around $7 billion enterprise value.
That’s what’s at stake in the stock price. ON is doing the deal in stock, and those shares are falling. Synaptics holders should end up with around 12% of the new company on a fully diluted basis.
ON said buying Synaptics will bring in edge-AI compute, human-machine interface, and wireless connectivity technology, lifting ON’s total addressable market by $30 billion to $243 billion by 2030. CEO Hassane El-Khoury told Reuters Synaptics offers a “world-class connected compute platform.” In ON’s release, the company said the next stage of AI will demand systems that “sense, decide, act and adapt in real time.” Reuters
The company said it expects the deal to boost non-GAAP EPS within 18 months of closing. It’s also targeting $200 million a year in synergies. The transaction is expected to close by mid-2027, pending Synaptics shareholder and regulatory approvals, plus other closing conditions.
The synergy target is material but not close to the size of the initial equity market loss. ON posted first-quarter revenue of $1.513 billion and non-GAAP net income of $253.1 million. That puts the $200 million a year in synergies at about a fifth of the company’s annualized quarterly profit.
Tech was sliding before the bell. Nasdaq futures dropped 1.1%. iShares Semiconductor ETF lost more than 3%. ON shares fell about 13% and Synaptics was up 5% in premarket moves, according to Investopedia.
Mixed analyst calls for ON. Quinn Bolton at Needham is staying Buy with a $130 price target as of June 26, per Google Finance. Joshua Buchalter at TD Cowen downgraded ON to Hold, setting a $110 target. Joseph Quatrochi at Wells Fargo kept his Buy call, holding to a $160 target.
