Filing Flows › On Semiconductor (ON) › Takeover & LBO
Is On Semiconductor (ON) a takeover target?
A leveraged buyout at today's price plus 30% ($82.06 a share) would return about 0% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $45.65 a share (−28% against today's $63.12). Historically 1.7% of companies with its figures were bought within a year (0.34× the average). Latest signal (2026-11-02): onsemi to Acquire Ferric, Establishing Leadership.
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $82.06 | today's $63.12 plus 30% |
| × shares | 397.3 million | |
| = Equity value | $32.6B | |
| + Debt refinanced | $4.5B | |
| − Cash | $4.4B | |
| + Other claims | $20.3M | preferred stock, minority interests |
| = Enterprise value | $32.8B | 21.0× EBITDA of $1.6B |
| Fees | $655M | 2% of the price |
| New debt | $8.6B | 5.5× EBITDA at 7.65% a year; the limit that binds: 5.5× EBITDA |
| Buyer's own money | $24.8B | 74% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $6.6B | $1.6B | $657M | $729M | $7.9B |
| Year 2 | $6.7B | $1.7B | $601M | $803M | $7.1B |
| Year 3 | $6.9B | $1.7B | $540M | $882M | $6.2B |
| Year 4 | $7.2B | $1.8B | $472M | $967M | $5.2B |
| Year 5 | $7.4B | $1.8B | $398M | $1.1B | $4.1B |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 16.2× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $29.2B | |
| − Debt left | $4.1B | |
| = Buyer's equity | $25.1B | |
| Money multiple | 1.01× | on $24.8B put in |
| Buyer's yearly return (IRR) | 0.2% |
Price against return
What the buyer makes at other premiums over today's $63.12; the IRR reaches 20% at $45.65 a share.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $69.44 | 4.9% |
| 20% | $75.75 | 2.4% |
| 30% | $82.06 | 0.2% |
| 40% | $88.38 | −1.8% |
| 50% | $94.69 | −3.5% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $6.4B | |
| EBITDA, last 12 months | $1.6B | 24.5% of revenue |
| Depreciation and amortization | $778M | |
| Capital spending | $153M | |
| Debt | $4.5B | |
| Cash | $4.4B | |
| Share price | $63.12 | on Nov 6, 2026 |
Fixed rules, the same as the interactive view's starting point: the shares are bought at today's price plus 30%, the company's debt is refinanced and fees take 2%. New debt is the least of 5.5× EBITDA, 65% of the price and the amount whose interest EBITDA covers 2 times, at 7.65% a year (SOFR 3.89% plus the high-yield B spread 3.26% plus 0.5%, rates of Oct 15, 2026). Revenue grows 2.9% in the first year — the company's own rate, held between −3% and +8% — fading to 3% by year 5; the EBITDA margin, depreciation and capital spending stay at today's share of revenue; working capital takes 10% of each year's added revenue; tax is 30% of profit after interest. Every dollar of free cash flow repays debt. After 5 years the buyer sells at today's multiple of EBITDA.
What a takeover could cost
Takeovers in its sector paid a median premium of 30% over the share price before the deal (the middle half 12% to 31%), according to the 14 merger proxies and tender-offer responses on EDGAR that state a premium. At the median, On Semiconductor would cost about $82.06 a share, $32.6B for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 12% | $70.70 | $28.1B |
| Median | 30% | $82.06 | $32.6B |
| High end (a quarter paid more) | 31% | $82.69 | $32.9B |
The odds, from history
Historically 1.7% of companies with its figures were bought within a year (0.34× the average). Its figures put it in decile 1 of 10 (10 = the most likely to be bought). The odds come from a model of every merger proxy, tender-offer response and going-private statement filed on EDGAR since 2011, set against each company's size, margins, debt, cash flow and growth the year before.
Rumors and deal signals
- 2026-11-02 · 8-K deal · onsemi to Acquire Ferric, Establishing Leadership
On Semiconductor's latest quarter
On Semiconductor, Q3 2026: revenue $1.7B (+11% year over year), operating margin 22.0%, net earnings $314M, operating cash flow $516M. The chart follows the revenue to costs, profit and cash.
Questions
Is On Semiconductor being acquired?
The latest signal on file is from 2026-11-02: onsemi to Acquire Ferric, Establishing Leadership. A headline is not a deal; Filing Flows lists the news, 8-K filings and 13D filings about a sale.
Could private equity buy On Semiconductor?
A leveraged buyout at today's price plus 30% ($82.06 a share) would return about 0% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $45.65 a share (−28% against today's $63.12).
What would a takeover of On Semiconductor cost?
Takeovers in its sector paid a median premium of 30% over the share price before the deal (the middle half 12% to 31%), according to the 14 merger proxies and tender-offer responses on EDGAR that state a premium. At the median, On Semiconductor would cost about $82.06 a share, $32.6B for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.