Fairchild Semiconductor International, which agreed to a merger last month with ON Semiconductor, said it received a revised, unsolicited acquisition offer of $21.70 a share in cash.
Earlier this month, a group led by China Resources Holding’s semiconductor arm and Hua Capital Management made a bid for Fairchild at $21.70 a share, valuing the company at $2.46 billion, Bloomberg reported. That followed a November agreement with ON Semiconductor to buy San Jose-based Fairchild for $2.4 billion. The revised offer from a bidder identified as “Party G” is from the same group led by China Resources and Hua Capital, said a person familiar with the matter who asked not to be identified because the offer is private.
While the Fairchild board said it will review the Party G offer received on Monday, “the company remains subject to the merger agreement and the board has not changed its recommendation in support” of the ON Semiconductor deal, Fairchild said Tuesday in a regulatory filing.
Fairchild on Dec. 14 rejected the China Resources bid as not necessarily a “superior proposal” to the merger agreement with Phoenix-based ON Semiconductor.
The revised offer from Party G includes $72 million that Fairchild would owe ON Semiconductor as a breakup fee if it canceled the merger agreement and accepted a deal with Party G, according to the filing.
Fairchild shares gained almost 3 percent in extended trading after the revised bid was disclosed. The company’s stock closed at $20.01 in trading Tuesday and has jumped 19 percent this year.
While Fairchild is one of the oldest suppliers in the industry, it has been surpassed in scale. The company, which makes semiconductors that regulate power in electronics, chips for cars and electronic signal converters, has annual revenue that’s about 1/10th of Texas Instruments, the biggest maker of such products.