ON · 10-Q · 2026Q4 · Full report
Debt and Liquidity Position
ON SEMICONDUCTOR CORP · 2026-11-02 · Importance null · Surprise 50 · In source text
Onsemi issued $1.5 billion aggregate principal amount of 2031 0% Notes during the nine months ended October 2, 2026, contributing to $650.5 million of financing cash flow. Average gross long-term debt for the nine-month period was $3,721.8 million at a 1.4% weighted-average interest rate, compared with $3,379.9 million at 2.1% a year earlier. As of October 2, 2026, the company reported compliance with covenants under its notes and Credit Agreement. The 0% Notes mature May 1, 2027 unless earlier repurchased, redeemed or converted.
Key facts
- Financing parties agreed, subject to customary closing conditions, to provide up to $2,450.0 million of senior secured term loans to fund part of the Synaptics consideration and merger expenses. source
- ON Semiconductor intends at merger closing to cause Synaptics to redeem or discharge its Senior Notes and repay its $350 million revolving credit facility; it expects Synaptics Convertible Notes holders to convert their notes. source
- ON Semiconductor expects to fund the Synaptics acquisition with cash on hand and borrowings under the commitment letter. source
- Financing cash flows were $650.5 million provided in the nine months ended October 2, 2026, versus $939.9 million used in the prior-year period; the $1,590.4 million change primarily reflected issuance of $1.5 billion of 2031 0% Notes and lower share repurchases. source
- ON Semiconductor's 0% Notes mature May 1, 2027 unless earlier repurchased, redeemed or converted. source
- ON Semiconductor was in compliance as of October 2, 2026 with indentures for its 0% Notes, 2031 0% Notes, 0.50% Notes and 3.875% Notes, and with Credit Agreement covenants. source
Impact estimates
| metric | direction | stage | expected | basis |
|---|---|---|---|---|
| cash | positive | realized | +11.4% | Financing cash flows were $650.5 million provided in the nine months ended October 2, 2026, versus $939.9 million used in the prior-year… |
| liability | negative | realized | -10.8% | Financing cash flows were $650.5 million provided in the nine months ended October 2, 2026, versus $939.9 million used in the prior-year… |
| liability | negative | committed | -7.5% | Financing parties agreed, subject to customary closing conditions, to provide up to $2,450.0 million of senior secured term loans to fund… |
| liability | positive | probable | +1.3% | ON Semiconductor intends at merger closing to cause Synaptics to redeem or discharge its Senior Notes and repay its $350 million revolving… |
| cash | negative | probable | -1.3% | ON Semiconductor intends at merger closing to cause Synaptics to redeem or discharge its Senior Notes and repay its $350 million revolving… |
| liability | positive | probable | — | ON Semiconductor intends at merger closing to cause Synaptics to redeem or discharge its Senior Notes and repay its $350 million revolving… |
| cash | negative | probable | — | ON Semiconductor intends at merger closing to cause Synaptics to redeem or discharge its Senior Notes and repay its $350 million revolving… |