ON Semiconductor will pay $123 per share in cash for Synaptics, cutting the deal's value from roughly $7 billion to approximately $5.7 billion — and investors rewarded the repricing with a more than 7% premarket jump in onsemi shares on Friday.

The Scottsdale-based power and sensing chipmaker disclosed the revised terms on Thursday, amending the June 25, 2026 merger agreement that originally structured the acquisition as an all-stock transaction. At publication Friday, ON stock traded at $85.25, up 6.46%, according to Benzinga Pro data. Synaptics shares had already surged 15.03% to $122.10 in Thursday's after-hours session on the amended agreement.

What Changed in the Amended Terms?

The new structure replaces stock with cash. Onsemi will fund the $5.7 billion transaction through cash on hand and committed financing, having secured fully committed debt financing from Morgan Stanley.

Critically, the amended merger agreement does not make financing a closing condition — removing a key execution risk for the buyer.

Onsemi's balance sheet supports the cash structure. As of July 3, the company held $3.5 billion in cash and cash equivalents, according to its second-quarter 2026 results.

Which Regulatory Hurdles Remain?

The U.S. Federal Trade Commission has already approved the transaction. Regulators in other jurisdictions continue to review it.

The companies still target a mid-2027 closing, subject to:

• Synaptics shareholder approval
• Required regulatory clearances in pending jurisdictions
• Other customary closing conditions

What Does the Deal Do for Earnings?

Onsemi now expects immediate adjusted EPS accretion once the deal closes — a sharpened claim beyond the original agreement's framing.

The company has also identified additional value-creation opportunities beyond the previously announced $200 million in annual run-rate synergies. These include:

• Revenue synergies
• Insourcing part of Synaptics' production

Both streams are expected to materialize after the initial 18 months following closing, strengthening the combined company's long-term earnings and cash flow profile, onsemi said.

How Is Wall Street Positioned?

The stock carries a Buy consensus with an average analyst price target of $105.05. Recent moves:

• Needham: Buy, maintained a $116 target on Oct. 2
• Seaport Global: Initiated Buy, $100 target on Sept. 23 — analyst Jay Goldberg cited improving semiconductor demand
• Truist Securities: Hold, lowered target to $75 on Sept. 18

The next scheduled catalyst is onsemi's earnings report, estimated for Nov. 2, 2026, with consensus at 83 cents EPS on $1.67 billion revenue — up from 63 cents and $1.55 billion a year earlier.

Technical indicators frame the rally's limits. Shares sit 18.1% above the 20-day SMA ($73.22) yet remain 6.7% below the 100-day SMA ($92.74), with key resistance at $102.50 and support at $75.50.

The test ahead: whether the $123-per-share cash deal clears remaining international regulatory reviews and Synaptics shareholder approval on the mid-2027 timeline — and whether the promised immediate EPS accretion holds through integration.