Source: ON Mei Author: On Mei
    March 6, 2025 - onsemi (NASDAQ: ON) disclosed on March 5, U.S. time the acquisition of Allegro MicroSystems, Inc. ("Allegro") (NASDAQ: Details of the proposal submitted by ALGM's Board of Directors to acquire all of Allegro's outstanding common shares for $35.10 per share in cash, corresponding to an implied enterprise value of $6.9 billion on a fully diluted basis.
     Over the past six months, ON has made several attempts to engage in constructive discussions about a potential transaction. The latest proposal, submitted to Allegro on February 12, 2025, is an increase from the original $34.50 per share proposal submitted on September 2, 2024.
     "We are confident that Allegro joining On will bring together our highly complementary businesses to benefit our respective customers and deliver immediate value to Allegro's shareholders." Hassane El-Khoury, President and CEO of ON, said, "The Allegro team has established a compelling leadership position in magnetic sensing and power ics for automotive and industrial end markets. Allegro's unique product portfolio, combined with On's differentiated smart power and sensing technologies, will create a diversified leader in automotive, industrial and AI data center applications."
    El-Khoury added, "While we would have preferred to reach an agreement with Allegro privately, we decided to make our proposal public because we believe the combination of the two companies would provide numerous advantages for both parties and is in the best interests of Allegro and On's shareholders." We urge Allegro's board of Directors and management team to engage in sincere discussions with On's management team regarding the proposed transaction in order to maximize value for Allegro shareholders."
    Given their respective strengths in the automotive and industrial markets, the combination of On and Allegro would be a natural strategic fit:
    A compelling strategic rationale that benefits customers and employees: Allegro's product portfolio complements ON's smart power and perception lineup and strengthens On's leading position in automotive, industrial and AI data center applications. The combination will bring together two strong teams, sharing a culture of innovation and exciting new growth opportunities within the expanded organization.
    Deliver immediate and certain value to Allegro shareholders: Under the terms of the proposal, ON's all-cash offer of $35.10 per share represents a 57 percent premium to Allegro's closing price on February 28, 2025, the last trading day prior to reports of ON's interest in acquiring Allegro.
    Clear path to completion and financing plan: On has assembled a team of experienced advisors ready to complete due diligence quickly and efficiently and negotiate a mutually agreeable definitive agreement. The Company does not anticipate any financing contingencies and intends to use committed financing, cash on hand and available funds under its existing revolving credit facility to fund this potential transaction.

Contact history
    On Semiconductor first raised the potential all-cash acquisition of Allegro through a formal letter on September 2, 2024, with an initial offer price of $34.50 per share. Then, on December 10, 2024, ON sent a follow-up letter reiterating its interest in the transaction and seeking avenues to conduct due diligence. On has since attempted to engage constructively, most recently filing a letter on February 12, 2025, increasing its all-cash offer to $35.10 per share, while also highlighting the company's numerous efforts to meaningfully engage with Allegro.
    Since September 2, 2024, ON's request has been the same: It wants to drive this result, which is of great value to shareholders, through rigorous management dialogue, as well as the necessary due diligence and scoping of regulatory requirements, in order to move swiftly towards the final closing of the transaction.

About onsemi
    onsemi (NASDAQ: ON) is committed to driving disruptive innovation and building a better future. The company focuses on megatrends in the automotive and industrial end markets, accelerating innovation and innovation in segments such as electronic vehicle functionality and automotive safety, sustainable power grids, industrial automation, and 5G and cloud infrastructure. On offers a highly differentiated portfolio of innovative products and smart power and intelligent perception technologies to solve the world's most complex challenges and lead the way in creating a safer, cleaner and smarter world. On is a Fortune 500 company and is included in the NASDAQ 100 Index and the S&P 500 Index.