Skyworks Solutions čeká, že fúze s Qorvo se uzavře letos a přinese 500 milionů USD úspor. Firma už dokončila dluhové financování a čeká na zbývající schválení.
MarketBeat Week in Review – 06/23 - 6/27Skyworks Solutions NASDAQ: SWKS Chief Executive Officer Phil Brace said the company remains confident its proposed merger with Qorvo will close within the calendar year, with the combined business expected to pursue $500 million in cost synergies and expand its reach in mobile, aerospace and defense, data centers and other connectivity markets.
Speaking at the Goldman Sachs Communacopia + Technology Conference, Brace said the companies had cleared the expiration of Hart-Scott-Rodino and U.S. Federal Trade Commission waiting periods without further action. Skyworks also completed debt financing for the transaction. Brace said the companies were now awaiting remaining approvals and were “chomping at the bit” to begin work as a combined organization.
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Merger Targets Scale, Diversification and Margin Expansion Skyworks Stock Down 16% in 2025, Poised for AI Edge SurgeBrace described the proposed combination as a “transformative deal” built around scale and diversification. He said the combined company would have an approximately $5.5 billion mobile business and a non-mobile business of roughly $2.5 billion to $2.6 billion.
The company has outlined $500 million in synergies to be achieved over 24 to 36 months. Brace said operating-expense savings would likely be more front-loaded, while factory consolidation would take longer.
Cirrus Logic Stock Surges on Strong Apple iPhone Upgrade CycleOver the longer term, Skyworks is targeting gross margins of 50% to 55%, operating margins of 30% to 35%, and EBITDA margins of 35% to 40%. Brace said investors should monitor the closing of the deal, progress on expense synergies, factory consolidation, growth in broad markets relative to mobile, mobile-business stability and delivery against the company’s financial targets.
He added that his confidence in achieving the stated synergies has increased since the deal was announced. Both companies have also undertaken what Brace called “pre-synergizing work” intended to allow the combined company to begin operating at an improved run rate following the close.
Technology Portfolio Could Expand Into Defense Brace said Skyworks had not included revenue synergies in its transaction case, but he sees potential opportunities from bringing together the companies’ engineering teams and product portfolios.
On the handset side, he said Qorvo brings antenna tuning, envelope tracking and power-management integrated circuit technologies that Skyworks does not currently offer. Combining the companies’ RF engineering capabilities could create opportunities to approach the RF front end differently, particularly for customers where Skyworks already supplies the full RF front end.
Brace also highlighted gallium nitride technology as a significant opportunity. Skyworks’ technology currently “caps out” at about 12 GHz, he said, while power and RF GaN could extend capabilities into the 20 GHz to 25 GHz range. That could give the combined company greater exposure to radar and defense applications.
“There’s just a tremendous runway” for cost savings as well as innovation and new capabilities, Brace said.
In aerospace and defense, he said the combination could pair Qorvo’s GaN capabilities with Skyworks’ timing, power and bulk acoustic wave filter technologies. Although integration planning has not yet begun in detail, Brace said the companies may find cross-selling opportunities because defense customers also need timing and power products.
Data Center and Wi-Fi Growth Continue Brace said Skyworks’ data-center-related businesses are growing at least 50% year over year and are currently supply constrained, with book-to-bill above one. The company’s two principal data-center opportunities are power isolation and timing products.
Its power-isolation technology is designed to protect expensive graphics processing units as data-center power architectures transition from 400 volts toward 800 volts, Brace said. The company also supplies low-jitter timing products used in optical networking transitions from 400 gigabits and 800 gigabits toward 1.6 terabits.
Skyworks’ broad markets business represented about 43% of total revenue in its most recent quarter, according to Brace. About two-thirds of that business consists of strategic growth engines, while the remaining third is more consumer Internet-of-Things-focused and is weighing on growth, he said.
The strategic areas include Wi-Fi, automotive and data centers. Brace said Skyworks is in the “middle innings” of the Wi-Fi 7 transition, estimating the market is around the fifth or sixth inning of a nine-inning cycle. He said Wi-Fi 7 has produced a meaningful double-digit content increase per access point, driven by movement from two bands to three bands and higher power requirements.
Premium Smartphones Remain a Focus In mobile, Brace said Skyworks’ concentration in premium handsets has helped it avoid some of the turbulence seen elsewhere in the smartphone market. He said the company’s largest customer has gained share in the premium segment and that a larger installed base in the iOS ecosystem supports future device refresh opportunities.
Brace also said Skyworks is seeing rising RF complexity in handsets, including more filters, higher transmit power, additional uplink channels and direct-to-satellite links. He pointed to a previously disclosed multigenerational design win with a large U.S. Android provider, extending through 2030 and potentially into products shipping in 2031, as evidence of the company’s technology position.
Skyworks expects its mobile business to grow at a low- to mid-single-digit rate over time, based on nominal unit growth and content gains offset by average selling price pressure and Android declines. Broad markets are expected to grow at a low-double-digit pace, resulting in overall mid- to high-single-digit growth, Brace said.
The company recently announced a new capital allocation framework that includes $2 billion in new share repurchases and no quarterly dividend going forward. Brace said the board concluded that repurchases would be more accretive, while the company would also consider disciplined, measured acquisitions that could diversify its business and support gross-margin expansion.
About Skyworks Solutions (NASDAQ:SWKS)Skyworks Solutions, Inc NASDAQ: SWKS is a semiconductor company that develops and manufactures analog and mixed-signal products used to connect people, devices and networks. Its portfolio includes radio-frequency (RF) and wireless connectivity components such as amplifiers, attenuators, filters, switches, modulators, front-end modules and integrated solutions.
The company's products are designed for applications including smartphones and other mobile devices, automotive systems, broadband and wireless infrastructure, industrial equipment, medical devices, smart-home products and the Internet of Things.
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Skyworks prodloužila lhůtu pro výměnu dluhopisů Qorvo do 11. září 2026. K nabídce je přihlášeno 90,55 % dluhopisů splatných v roce 2029 a 93,36 % splatných v roce 2031.
IRVINE, Calif., Sept. 01, 2026 (GLOBE NEWSWIRE) -- Skyworks Solutions, Inc. (Nasdaq: SWKS) (“Skyworks”), a leading developer, manufacturer and provider of analog and mixed-signal semiconductors and solutions for numerous applications, today announced that it has extended the expiration date of its previously announced offers to holders of Qorvo Notes (as defined herein) to exchange (the “Exchange Offers”) any and all outstanding 4.375% Senior Notes due 2029 (the “2029 Qorvo Notes”) and any and all outstanding 3.375% Senior Notes due 2031 (the “2031 Qorvo Notes” and, together with the 2029 Qorvo Notes, the “Qorvo Notes”) issued by Qorvo, Inc. (“Qorvo”) as set forth in the table below for (1) with respect to the 2029 Qorvo Notes, up to $850,000,000 aggregate principal amount of new 4.375% Senior Notes due 2029 (the “New 2029 Skyworks Notes”) issued by Skyworks and (2) with respect to the 2031 Qorvo Notes, up to $700,000,000 aggregate principal amount of new 3.375% Senior Notes due 2031 (together with the New 2029 Skyworks Notes, the “New Skyworks Notes”) issued by Skyworks.
Extension of Expiration Date
The Exchange Offers were previously scheduled to expire at 5:00 p.m., New York City time, on September 1, 2026. Skyworks has extended the expiration date to 5:00 p.m., New York City time, on September 11, 2026, unless the Exchange Offers are further extended or earlier terminated or otherwise amended (as it may be extended or otherwise amended, the “Expiration Date”). Skyworks is hopeful that the Mergers (as defined herein) will close within the calendar year (subject to satisfaction or waiver of all closing conditions) and is preparing to close as early as within the fiscal year. However, there can be no assurances that the closing will occur on this timeline. All other terms and conditions of the Exchange Offers as set forth in the Prospectus (as defined herein) remain in full force and effect.
Participation to Date
Global Bondholder Services Corporation, the information agent for the Exchange Offers, has advised Skyworks that as of 5:00 p.m., New York City time, on September 1, 2026, the last business day prior to the announcement of the extension of the Exchange Offers, the following respective principal amounts of each series of Qorvo Notes have been validly tendered and not validly withdrawn:
Title of Qorvo Notes /
CUSIP / ISIN No.Principal Amount
OutstandingPrincipal Amount
TenderedPercentage4.375% Senior Notes due 2029Registered:
74736KAH4 /
US74736KAH41
144A:
74736KAG6 /
US74736KAG67
Regulation S:
U7471QAF1 /
USU7471QAF10
$850,000,000$769,651,00090.55%
3.375% Senior Notes due 2031144A:
74736KAJ0 /
US74736KAJ07
Regulation S:
U7471QAJ3 /
USU7471QAJ32
$700,000,000$653,535,00093.36%
Holders of Qorvo Notes who have already validly tendered and not validly withdrawn their Qorvo Notes do not need to re-tender their notes or take any other action as a result of the extension of the Expiration Date, and their tenders remain effective. Holders of Qorvo Notes who have not yet validly tendered, or who validly tendered and validly withdrew, may tender or re-tender, as applicable, their Qorvo Notes at any time at or prior to the Expiration Date and will be eligible to receive the applicable consideration as described in the Prospectus, subject to the terms and conditions set forth in the Prospectus, including, subject to submitting a valid Early Participation VOI Number with respect to such tendered or re-tendered Qorvo Notes, the Early Participation Premium with respect to such Qorvo Notes.
Settlement Date
The settlement date (the “Settlement Date”) will be promptly after the Expiration Date and is expected to occur no earlier than the second business day after the closing date of the Mergers.
Additional Information
The Exchange Offers are being made pursuant to the terms and subject to the conditions set forth in Skyworks’ registration statement on Form S-4, which was declared effective on May 29, 2026, and the related final prospectus filed with the U.S. Securities and Exchange Commission (the “SEC”) on May 29, 2026 (as it may be amended or supplemented from time to time, the “Prospectus”). Capitalized terms used but not defined herein have the meanings ascribed to such terms in the Prospectus. Each Exchange Offer is conditioned upon the closing of the transactions pursuant to which Qorvo will merge with and into a subsidiary of Skyworks (the “Mergers”), with such subsidiary continuing as the surviving entity and a wholly-owned subsidiary of Skyworks, which condition may not be waived by Skyworks. The closing of the Mergers is not conditioned upon the results of the Exchange Offers.
Skyworks, in its sole discretion, may modify or terminate either Exchange Offer and may extend the Expiration Date and/or the Settlement Date with respect to either Exchange Offer, subject to applicable law. Any such modification, termination or extension by Skyworks with respect to an Exchange Offer will not automatically modify, terminate or extend the other Exchange Offer. The Exchange Offer with respect to a series of Qorvo Notes is not conditioned upon the consummation of the Exchange Offer with respect to the other series of Qorvo Notes.
The complete terms and conditions of the Exchange Offers are described in the Prospectus, a copy of which may be obtained by contacting Global Bondholder Services Corporation, the exchange agent and information agent in connection with the Exchange Offers, at (855) 654-2015 (U.S. toll-free) or (212) 430-3774 (banks and brokers) or [email protected]. Questions regarding the terms and conditions of the Exchange Offers should be directed to the dealer manager, Goldman Sachs & Co. LLC, 200 West Street, New York, New York 10282, Collect: (212) 357-1452, Toll-Free: (800) 828-3182.
This press release does not constitute an offer to sell or purchase, or a solicitation of an offer to purchase or sell, any security. No offer, solicitation, purchase or sale will be made in any jurisdiction in which such an offer, solicitation, or sale would be unlawful. The Exchange Offers are being made solely pursuant to the Prospectus and only to such persons and in such jurisdictions as is permitted under applicable law.
About Skyworks
Skyworks Solutions, Inc. is empowering the wireless networking revolution. Skyworks is a leading developer, manufacturer and provider of analog and mixed-signal semiconductors and solutions for numerous applications, including aerospace, automotive, broadband, cellular infrastructure, connected home, defense, entertainment and gaming, industrial, medical, smartphone, tablet and wearables.
Skyworks is a global company with engineering, marketing, operations, sales and support facilities located throughout Asia, Europe and North America and is a member of the S&P 500® market index (Nasdaq: SWKS).
Safe Harbor Statement
This press release includes “forward-looking statements.” Forward-looking statements relate to future events, including, but not limited to, the Exchange Offers and the Mergers, as applicable. These forward-looking statements include information relating to future events, prospects, expectations and results of Skyworks (e.g., certain projections and business trends, including with respect to future sales and revenue, as well as plans for dividend payments). Forward-looking statements can often be identified by words such as “anticipates,” “estimates,” “expects,” “forecasts,” “intends,” “believes,” “plans,” “may,” “will” or “continue,” and similar expressions and variations or negatives of these words. All such statements are subject to certain risks, uncertainties and other important factors that could cause actual results to differ materially and adversely from those projected and may affect Skyworks’ future operating results, financial position and cash flows.
These risks, uncertainties and other important factors include: the risks of doing business internationally, including from trade war or trade protection measures (e.g., tariffs, retaliatory tariffs and other countermeasures or taxes), increased import/export restrictions and controls (e.g., Skyworks’ ability to obtain foreign-sourced raw materials, including from Chinese-based sources, as well as Skyworks’ ability to sell products to certain specified foreign entities only pursuant to a limited export license from the U.S. Department of Commerce), the susceptibility of the semiconductor industry and the markets addressed by Skyworks’, and Skyworks’ customers’, products to economic cycles or changes in economic conditions, including inflation and recession that could result from trade war or trade protection measures; Skyworks’ reliance on a small number of key customers for a large percentage of Skyworks’ sales; decreased gross margins and loss of market share as a result of increased competition; Skyworks’ ability to obtain design wins from customers; Skyworks’ ability to convert design wins into revenue; market acceptance of Skyworks’ products and Skyworks’ customers’ products, including market acceptance of new, emerging technologies such as AI; the mix and volume of phone models sold by Skyworks’ largest customer; the potential impacts on Skyworks’ business, reputation, relationships, results of operations, cash flows and financial condition as a result of the Mergers and related transactions with Qorvo; the possibility that expected benefits related to such transactions with Qorvo may not materialize as expected; such transactions with Qorvo being timely completed, if completed at all; regulatory approvals required for the Mergers and related transactions not being timely obtained, if obtained at all, or being obtained subject to conditions; Skyworks or Qorvo’s business experiencing disruptions as a result of the Mergers and related transactions or due to transaction-related uncertainty or other factors making it more difficult to maintain relationships with employees, customers, other business partners or governmental entities; Skyworks and Qorvo being unable to successfully implement integration strategies or to achieve expected synergies and operating efficiencies within the expected time-frames or at all; the costs, fees, expenses and other charges related to the Mergers and related transactions with Qorvo, including with respect to any related litigation; reduced flexibility in operating Skyworks’ business as a result of the substantial amount of additional indebtedness Skyworks has incurred and expects to incur in connection with the Mergers and related transactions; delays in the deployment of commercial 5G networks or in consumer adoption of 5G-enabled devices; the volatility of Skyworks’ stock price; changes in laws, regulations and/or policies that could adversely affect Skyworks’ operations and financial results, the economy and Skyworks’ customers’ demand for Skyworks’ products, or the financial markets and Skyworks’ ability to raise capital; fluctuations in Skyworks’ manufacturing yields due to Skyworks’ complex and specialized manufacturing processes; Skyworks’ ability to develop, manufacture and market innovative products, avoid product obsolescence, reduce costs in a timely manner, transition Skyworks’ products to smaller geometry process technologies and achieve higher levels of design integration; the quality of Skyworks’ products and any defect remediation costs; Skyworks’ products’ ability to perform under stringent operating conditions; the availability and pricing of third-party semiconductor foundry, assembly and test capacity, raw materials, including rare earth and similar minerals, supplier components, equipment and shipping and logistics services, including limits on Skyworks’ customers’ ability to obtain such services and materials; risks that Skyworks may not be able to optimize Skyworks’ manufacturing footprint and achieve any financial and operational benefits from such efforts, including reducing fixed costs or improving utilization rates, disruptions to Skyworks’ manufacturing processes, including relating to any relocation of Skyworks’ key facilities; Skyworks’ ability to successfully manage Skyworks’ senior management transitions; Skyworks’ ability to retain, recruit and hire key executives or the departure of any such executives, technical personnel and other employees in the positions and numbers, with the experience and capabilities, and at the compensation levels needed to implement Skyworks’ business and product plans; the timing, rescheduling or cancellation of significant customer orders and Skyworks’ ability, as well as the ability of Skyworks’ customers, to manage inventory; other economic, social, military and geopolitical conditions in the countries in which Skyworks, Skyworks’ customers or Skyworks’ suppliers operate, including the conflicts in Ukraine, Iran and other regions in the Middle East, possible disruptions in transportation networks, and fluctuations in foreign currency exchange rates; the effects of global health crises on business conditions in Skyworks’ industry, including the risk of significant disruptions to Skyworks’ business operations, as well as negative impacts to Skyworks’ financial condition; Skyworks’ ability to prevent theft of Skyworks’ intellectual property, disclosure of confidential information or breaches of Skyworks’ information technology systems; uncertainties of litigation, including Skyworks’ ongoing securities litigation, potential disputes over intellectual property infringement and rights, as well as payments related to the licensing and/or sale of such rights; Skyworks’ ability to continue to grow and maintain an intellectual property portfolio and obtain needed licenses from third parties; Skyworks’ ability to make certain investments and acquisitions, integrate companies Skyworks acquires and/or enter into strategic alliances; and other risks and uncertainties, including those detailed from time to time in Skyworks’ filings with the Securities and Exchange Commission.
The forward-looking statements contained in this press release are made only as of the date hereof, and Skyworks undertakes no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.
Note to Editors: Skyworks and the Skyworks symbol are trademarks or registered trademarks of Skyworks Solutions, Inc., or its subsidiaries in the United States and other countries. Third-party brands and names are for identification purposes only and are the property of their respective owners.
Additional Information about the Mergers and Where to Find It
In connection with the Mergers, Skyworks has filed with the SEC a registration statement on Form S-4, which includes a proxy statement of Qorvo that also constitutes a prospectus for the shares of Skyworks common stock to be offered in the Mergers (collectively, the “Mergers Registration Statement and Proxy Statement/Prospectus”). Each of Skyworks and Qorvo may also file other relevant documents with the SEC regarding the Mergers. This communication is not a substitute for the proxy statement/prospectus or registration statement or any other document that Skyworks or Qorvo may file with the SEC. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE MERGERS REGISTRATION STATEMENT AND PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS THAT MAY BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT SKYWORKS, QORVO, THE MERGERS AND RELATED MATTERS.
Investors and security holders can obtain free copies of the Mergers Registration Statement and Proxy Statement/Prospectus and other documents containing important information about Skyworks, Qorvo and the Mergers filed with the SEC through the website maintained by the SEC at www.sec.gov. The documents filed by Skyworks with the SEC also may be obtained free of charge at Skyworks’ website at https://www.skyworksinc.com/investors or upon written request to Skyworks at [email protected]. The documents filed by Qorvo with the SEC also may be obtained free of charge at Qorvo’s website at https://ir.qorvo.com/ or upon written request to Qorvo at [email protected].
Insider Qorvo Philip Chesley prodal 2 999 akcií kvůli daňovým srážkám při vestingu, což podle firmy neznamená změnu výhledu. Pro investory je důležitější chystaná akvizice Qorvo za hotovost a akcie Skyworks.
Philip Chesley, the SVP of high-performance analog at Qorvo, Inc. (QRVO +3.93%), disposed of 2,999 shares of common stock on August 5, according to a recent SEC Form 4 filing.
Transaction summaryMetricValueTransaction value$285,000Shares sold (direct)2,999Post-transaction shares (directly held)49,508Post-transaction value$4.72 millionTransaction value based on SEC Form 4 weighted average sale price ($95.04); post-transaction value based on the August 5 market close ($95.25).
Key questionsWhat was the nature of this transaction?
The disposal of 2,999 shares was a non-discretionary transaction executed to satisfy tax withholding obligations upon the vesting of restricted equity and does not reflect a change in the insider's market outlook.How does this affect Philip Chesley's remaining equity exposure?
Following this 6% reduction in direct holdings, Chesley continues to hold 49,508 shares directly, representing a total beneficial position valued at $4.72 million as of the August 5 market close.What is the broader valuation context for the firm?
As of the August 6 market close, the stock was priced at $95.33, with the company maintaining a market capitalization of $8.4 billion and a one-year return of 12% as of the transaction date.Company OverviewMetricValueShare Price (as of market close 2026-08-06)$95.33Market Capitalization$8.4 billionRevenue (TTM)$3.6 billionNet Income (TTM)$399.2 millionCompany SnapshotQorvo designs and manufactures radio frequency, analog, and power semiconductor components for wireless, wired, and power applications across consumer electronics, infrastructure, and defense markets.The company operates through two primary business segments—Mobile Products and Infrastructure and Defense Products—generating revenue through the supply of critical semiconductor components to original equipment manufacturers and system integrators.Qorvo serves a diverse customer base, including smartphone manufacturers, telecommunications infrastructure providers, automotive suppliers, and defense contractors, with significant exposure to 5G deployment and mobile device proliferation globally.Qorvo is a global semiconductor specialist headquartered in Greensboro, North Carolina, with approximately 5,000 employees and an $8.4 billion market capitalization. The company maintains a diversified revenue base across consumer mobile devices and infrastructure markets, generating $3.6 billion in TTM revenue with net income of $399.2 million, reflecting its position as a critical supplier of RF and analog components in the semiconductor value chain. Qorvo's competitive advantage derives from its integrated design and manufacturing capabilities, extensive intellectual property portfolio, and established relationships with leading OEMs in high-growth wireless and defense sectors.
What this transaction means for investorsTwo main numbers are worth watching with Qorvo right now, and neither of them are in the filing. First is the gap between where the stock trades and what the takeover is set to pay, and second is Skyworks’ stock, since Qorvo is being bought in a deal that pays $32.50 in cash plus 0.960 of a Skyworks share for each Qorvo share. As of Friday, Skyworks stock is down about 12% since the October announcement.
Earlier this week, Skyworks filed an 8-K with the Securities and Exchange Commission that included an update on the merger, saying it and Qorvo “continue to work constructively with the State Administration for Market Regulation in China and the Korea Fair Trade Commission in South Korea, which are the only jurisdictions that remain open.” The firm also said it remains “hopeful” the transaction will close this calendar year.
Again, a tax-driven vesting sale by an executive does nothing to move Qorvo right now. Chesley's filing is one of seven from Qorvo insiders on the same vesting date, all the same routine withholding, which is what a shared grant calendar produces. More important for investors is the verdict on the merger.
Jonathan Ponciano has no position in any of the stocks mentioned. The Motley Fool recommends Qorvo. The Motley Fool has a disclosure policy.
CEO Qorvo Robert A. Bruggeworth prodal 16 379 akcií za 1,6 milionu USD, ale šlo o povinné daňové srážky u akciových odměn. Po transakci drží zhruba 354 000 akcií.
Robert A. Bruggeworth, the president and CEO of Qorvo, Inc. (QRVO +3.93%), disposed of 16,379 shares of common stock on August 5, according to a recent SEC Form 4 filing.
Transaction summaryMetricValueTransaction value$1.6 millionShares sold16,379Post-transaction shares (directly held)354,000Post-transaction value$33.8 millionTransaction value based on SEC Form 4 weighted average sale price ($95.04); post-transaction value based on the August 5 market close ($95.25).
Key questionsWhat prompted the 16,379-share disposition?
The sale was non-discretionary, executed to satisfy tax withholding obligations associated with equity awards, and does not reflect the insider's personal view on the stock's future performance.What is the scale of the executive's remaining equity position?
Bruggeworth maintains significant exposure to the company, holding roughly 354,000 shares directly following this transaction.How has the stock performed leading up to this transaction?
Qorvo stock gained 12% over the 12 months ending on the August 5 transaction date.What was the recent market pricing for the common stock?
Shares were priced at $95.33 as of the August 6 market close, compared to the executive's execution price of $95.04 per share.Company OverviewMetricValueShare Price (as of market close 2026-08-06)$95.33Market Capitalization$8.4 billionRevenue (TTM)$3.6 billionNet Income (TTM)$399.2 millionCompany SnapshotQorvo designs and manufactures semiconductor components and solutions for wireless, wired, and power applications, serving the mobile products market through radio frequency and power management solutions integrated into smartphones, wearables, laptops, and tablets.The company generates revenue through two primary business segments: Mobile Products, which supplies critical components for consumer electronics, and Infrastructure and Defense Products, which serves telecommunications and defense markets with specialized semiconductor solutions.Qorvo's customer base comprises leading original equipment manufacturers and service providers in the mobile communications, networking, and defense sectors, positioning the company as a critical supplier within the global semiconductor supply chain.Qorvo operates as a global semiconductor specialist with approximately 5,000 employees and maintains significant scale with $3.6 billion in TTM revenue and $8.4 billion in market capitalization. The company's competitive advantage stems from its specialized expertise in radio-frequency and power-management technologies, which are essential components of next-generation wireless and infrastructure applications. With a one-year stock gain of 12%, Qorvo demonstrates investor confidence in its strategic positioning within the high-growth semiconductor sector.
What this transaction means for investorsRoutine tax withholding on a stock says nothing about anyone's view of the price, and more important here is that Qorvo is being bought by Skyworks Solutions. Bruggeworth kept around 354,000 shares, and what happens to them is now mostly a function of the deal, not his decisions.
The pending deal reframes this as an investment. Qorvo has stopped holding earnings calls and issuing guidance while it awaits regulatory approval, so the usual quarterly signposts are gone. Its most recently reported results showed revenue slipping 7% to $808 million as smartphone demand softened, though sharp margin gains still drove non-GAAP earnings of $1.69 per share, well past the $1.21 Wall Street expected. Bruggeworth credited "operational excellence and the strategic optimization of business mix."
With the acquisition pending, Qorvo's stock trades far more on whether that deal closes than on any quarter it reports or any tax-driven sale its executives file along the way.
Jonathan Ponciano has no position in any of the stocks mentioned. The Motley Fool recommends Qorvo. The Motley Fool has a disclosure policy.
Insider společnosti Qorvo Steven E. Creviston prodal 3 949 akcií za účelem splnění daňové povinnosti při vestingu akciových odměn. Firma je ale už na cestě k převzetí společností Skyworks Solutions.
Steven E. Creviston, the SVP of connectivity and sensors at Qorvo, Inc. (QRVO +3.93%), disposed of 3,949 shares on August 5, according to a recent SEC Form 4 filing.
Transaction summaryMetricValueTransaction value$375,313Shares sold3,949Post-transaction shares (directly held)124,261Post-transaction value$11.84 millionTransaction value based on SEC Form 4 weighted average sale price ($95.04); post-transaction value based on the August 5 market close ($95.25).
Key questionsWhat was the nature of this transaction?
The disposal of 3,949 shares was a non-discretionary transaction executed to satisfy tax withholding obligations associated with the vesting of equity awards. This type of automated disposal is part of standard executive compensation management and does not reflect a discretionary investment decision by the insider.What is the remaining equity exposure?
Creviston retains a direct position of 124,261 shares in the company. Following this 3% reduction in his direct holdings, he maintains a beneficial ownership stake of approximately 0.1% of the semiconductor firm, representing a total post-transaction value of $11.84 million as of the August 5 market close.What is the current market context for the company?
Qorvo reported trailing 12-month revenue of $3.6 billion and net income of $399.2 million. As of the August 5 transaction date, the stock has delivered a 12% return over the preceding year, with a total market capitalization of $8.4 billion.Company OverviewMetricValueShare Price (as of market close 2026-08-06)$95.33Market Capitalization$8.4 billionRevenue (TTM)$3.6 billionNet Income (TTM)$399.2 millionCompany SnapshotQorvo designs and manufactures radio frequency, analog, and power semiconductor components for wireless, wired, and power applications across consumer electronics, infrastructure, and defense markets.The company operates through two primary business segments—Mobile Products and Infrastructure and Defense Products—generating revenue through the supply of critical semiconductor components to original equipment manufacturers and system integrators.Qorvo serves a diverse customer base, including smartphone manufacturers, telecommunications infrastructure providers, automotive suppliers, and defense contractors, with significant exposure to 5G deployment and mobile device proliferation globally.Qorvo is a global semiconductor specialist headquartered in Greensboro, North Carolina, with approximately 5,000 employees and an $8.4 billion market capitalization. The company maintains a diversified revenue base across consumer mobile devices and infrastructure markets, generating $3.6 billion in TTM revenue with net income of $399.2 million, reflecting its position as a critical supplier of RF and analog components in the semiconductor value chain. Qorvo's competitive advantage derives from its integrated design and manufacturing capabilities, extensive intellectual property portfolio, and established relationships with leading OEMs in high-growth wireless and defense sectors.
What this transaction means for investorsWhat Creviston's remaining shares end up worth has almost nothing to do with Qorvo's own results anymore because the company is being bought by Skyworks Solutions, and its holders are slated to receive a fixed mix of cash and acquirer stock for each share they own. That makes the tax withholding that trimmed his position this week, one of seven near-identical filings by Qorvo insiders on the same vesting date, essentially a formality.
As for the deal, the terms convert each Qorvo share into $32.50 in cash plus 0.96 of a Skyworks share, so part of the payout floats with how Skyworks trades. Meanwhile, Qorvo's fiscal fourth-quarter results showed revenue down 7% to $808 million, with non-GAAP earnings of $1.69 a share, beating the $1.21 expected.
Also important for investors, Skyworks CEO Phil Brace has said he is optimistic the companies can "close within the calendar year." Initially and formally slated to close by early 2027, the deal now looks like it could close sooner, and that timeline is the thing Qorvo holders should actually be tracking.
Jonathan Ponciano has no position in any of the stocks mentioned. The Motley Fool recommends Qorvo. The Motley Fool has a disclosure policy.
Bank of America Corp DE lifted its stake in shares of Qorvo, Inc. (NASDAQ:QRVO – Free Report) by 801.4% during the first quarter, according to its most recent filing with the Securities & Exchange Commission. The firm owned 1,767,373 shares of the semiconductor company’s stock after acquiring an additional 1,571,303 shares during the period. Bank of America Corp DE owned 2.01% of Qorvo worth $136,795,000 at the end of the most recent reporting period.
Other large investors have also bought and sold shares of the company. LSV Asset Management raised its stake in Qorvo by 2.3% during the 4th quarter. LSV Asset Management now owns 1,555,461 shares of the semiconductor company’s stock worth $131,452,000 after buying an additional 34,605 shares during the period. M&T Bank Corp grew its stake in Qorvo by 3,397.3% in the fourth quarter. M&T Bank Corp now owns 150,173 shares of the semiconductor company’s stock valued at $12,691,000 after acquiring an additional 145,879 shares during the period. Fieldview Capital Management LLC grew its stake in Qorvo by 570.1% in the fourth quarter. Fieldview Capital Management LLC now owns 24,352 shares of the semiconductor company’s stock valued at $2,058,000 after acquiring an additional 20,718 shares during the period. Credit Industriel ET Commercial bought a new stake in shares of Qorvo during the fourth quarter valued at approximately $5,223,000. Finally, Mitsubishi UFJ Trust & Banking Corp increased its holdings in shares of Qorvo by 241.0% during the fourth quarter. Mitsubishi UFJ Trust & Banking Corp now owns 20,417 shares of the semiconductor company’s stock valued at $1,725,000 after acquiring an additional 14,429 shares in the last quarter. 88.57% of the stock is currently owned by institutional investors and hedge funds.
Insiders Place Their Bets In related news, SVP Paul J. Fego sold 2,500 shares of Qorvo stock in a transaction on Friday, May 22nd. The stock was sold at an average price of $100.00, for a total transaction of $250,000.00. Following the sale, the senior vice president directly owned 71,038 shares in the company, valued at approximately $7,103,800. This trade represents a 3.40% decrease in their ownership of the stock. The sale was disclosed in a legal filing with the SEC, which can be accessed through this link. Also, Director Peter A. Feld sold 1,900,000 shares of the business’s stock in a transaction on Tuesday, June 2nd. The stock was sold at an average price of $101.20, for a total value of $192,280,000.00. Following the completion of the transaction, the director directly owned 5,611,526 shares in the company, valued at approximately $567,886,431.20. This represents a 25.29% decrease in their position. The disclosure for this sale is available in the SEC filing. Over the last three months, insiders have sold 1,966,127 shares of company stock valued at $198,911,103. 0.49% of the stock is owned by insiders.
Qorvo Stock Up 0.1% Qorvo stock opened at $95.33 on Friday. Qorvo, Inc. has a fifty-two week low of $74.92 and a fifty-two week high of $109.49. The company has a debt-to-equity ratio of 0.45, a quick ratio of 2.68 and a current ratio of 3.54. The firm’s 50-day simple moving average is $92.88 and its 200 day simple moving average is $87.21. The stock has a market cap of $8.41 billion, a PE ratio of 22.12, a price-to-earnings-growth ratio of 1.38 and a beta of 1.44.
Qorvo (NASDAQ:QRVO – Get Free Report) last posted its quarterly earnings data on Tuesday, July 28th. The semiconductor company reported $1.64 EPS for the quarter, beating the consensus estimate of $1.11 by $0.53. Qorvo had a net margin of 10.95% and a return on equity of 17.23%. The firm had revenue of $784.79 million during the quarter, compared to analyst estimates of $743.28 million. During the same quarter last year, the business posted $0.92 EPS. The company’s revenue for the quarter was down 4.2% on a year-over-year basis. Qorvo has set its FY 2027 guidance at 7.000-7.000 EPS. Research analysts predict that Qorvo, Inc. will post 6.3 EPS for the current fiscal year.
Analyst Ratings Changes A number of equities analysts have recently weighed in on QRVO shares. Barclays raised Qorvo from an “equal weight” rating to an “overweight” rating and upped their target price for the stock from $95.00 to $100.00 in a research report on Wednesday, April 22nd. JPMorgan Chase & Co. boosted their price target on shares of Qorvo from $85.00 to $100.00 and gave the company a “neutral” rating in a research note on Wednesday, May 6th. TD Cowen restated a “hold” rating on shares of Qorvo in a report on Wednesday, July 29th. Citigroup dropped their price objective on shares of Qorvo from $100.00 to $95.00 and set a “neutral” rating on the stock in a research note on Wednesday, July 29th. Finally, Weiss Ratings reiterated a “hold (c)” rating on shares of Qorvo in a report on Friday, July 24th. Three investment analysts have rated the stock with a Buy rating, fourteen have given a Hold rating and one has given a Sell rating to the company’s stock. According to data from MarketBeat, the stock presently has an average rating of “Hold” and an average price target of $94.00.
Get Our Latest Research Report on Qorvo
About Qorvo (Free Report)
Qorvo, Inc is a leading provider of advanced radio-frequency (RF), analog and mixed-signal semiconductor solutions. The company designs, develops and manufactures a broad portfolio of components and modules that enable wireless and wired connectivity across mobile devices, network infrastructure, defense systems and Internet of Things (IoT) applications.
Qorvo’s product offerings include RF filters, power amplifiers, switches, integrated front-end modules and other custom mixed-signal devices.
See Also Five stocks we like better than Qorvo Sandisk Just Delivered a Blowout Quarter—Here’s Why the Stock Is Falling 4 Oil and Gas ETF Plays as Prices Stay Sky-High What Tesla Stands to Lose If It Walks Away From China Disney Sets Up for a Magical Year in 2027 Want to see what other hedge funds are holding QRVO? Visit HoldingsChannel.com to get the latest 13F filings and insider trades for Qorvo, Inc. (NASDAQ:QRVO – Free Report).
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Qorvo v prvním fiskálním čtvrtletí překonala odhady zisku i tržeb a zlepšila marži na 52,8 %. Firma zároveň zvýšila výhled non-GAAP EPS pro fiskální rok 2027 na více než 7,00 USD.
Key Takeaways Qorvo topped earnings and revenue estimates as margins and operating income improved despite softer demand.QRVO is expanding into defense, infrastructure and power to reduce reliance on smartphones.Qorvo expects non-GAAP gross margin above 50% and raised fiscal 2027 EPS outlook above $7.00. Shares of Qorvo Inc. (QRVO - Free Report) have rallied 11.6% over the past month as investors responded to improving profitability and signs that the company's strategic repositioning is gaining traction. The latest advance naturally raises the question of whether fundamentals can continue supporting the stock or whether much of the optimism has already been reflected in its valuation.
The recent quarter suggests Qorvo is making progress in improving its earnings profile. At the same time, exposure to the cyclical smartphone market, macroeconomic uncertainty and the pending Skyworks transaction remain important considerations for investors evaluating the stock's next move.
QRVO Earnings Momentum Builds ConfidenceQorvo reported first-quarter fiscal 2027 earnings of $1.64 per share, comfortably ahead of the Zacks Consensus Estimate of $1.10. Revenues of $784.8 million also exceeded the consensus estimate of $745.8 million, demonstrating better-than-expected execution despite a challenging demand environment.
Profitability was the biggest highlight. Non-GAAP gross margin expanded to 52.8% from 44.0% a year earlier, while non-GAAP operating income climbed to $177.6 million from $108.2 million. Non-GAAP earnings increased 78% year over year, reflecting disciplined cost controls and a richer product mix rather than broad-based revenue growth.
Image Source: Zacks Investment Research
The stronger profitability also compares favorably with many radio-frequency peers, where margin performance continues to fluctuate amid uneven handset demand. While companies such as Skyworks Solutions, Inc. (SWKS - Free Report) and QUALCOMM Incorporated (QCOM - Free Report) remain heavily exposed to the mobile ecosystem, Qorvo's recent execution suggests it is improving profitability even in a subdued smartphone market. That does not necessarily explain the stock's recent rally, but it provides investors with greater confidence in the company's operating trajectory.
Qorvo Shifts Toward Higher-Value MarketsA key part of Qorvo's strategy is expanding beyond smartphones into markets with stronger long-term growth opportunities. Management highlighted double-digit revenue growth across defense and aerospace, infrastructure and power markets during the latest quarter. The company also pointed to successful higher-value product placements within its Advanced Cellular Group, helping improve its overall business mix.
Qorvo's diversified RF portfolio now serves infrastructure, industrial, automotive, enterprise, defense and mobile customers through three operating segments. This broad exposure reduces reliance on any single end market while allowing the company to capitalize on increasing RF complexity across connected devices.
The strategy also differentiates Qorvo from more narrowly focused RF competitors. While Broadcom continues to benefit from its diversified semiconductor portfolio and AI networking exposure, Qorvo is building diversification through defense, infrastructure and power applications, areas that may provide steadier demand than consumer electronics over a full industry cycle.
QRVO Still Faces Mobile and Deal RisksThe company's progress does not eliminate several meaningful risks.Advanced Cellular Group still generated 60.7% of first-quarter fiscal 2027 revenues, leaving overall performance closely tied to smartphone demand and major customer purchasing decisions. During the latest quarter, weaker smartphone-related demand remained the primary reason overall revenues declined year over year.
Connectivity weakness also remains a headwind, while macroeconomic uncertainty, evolving trade policies and geopolitical developments could affect customer spending and supply-chain conditions. Meanwhile, the pending Skyworks Solutions transaction has reduced operating visibility. Management has suspended quarterly conference calls and detailed forward guidance until the transaction is completed, making it more difficult for investors to evaluate near-term business trends.
These factors suggest that although operational execution has improved, additional upside may depend on stronger demand across mobile markets and greater clarity surrounding the pending transaction.
Can Qorvo Sustain Margin Expansion?One of the strongest arguments supporting the stock is the company's emphasis on structural profitability improvements rather than relying solely on revenue growth. Management continues to expect non-GAAP gross margin above 50% throughout fiscal 2027 while focusing on improving business mix, reducing capital intensity and enhancing operating efficiency. It also raised its expectation for fiscal 2027 non-GAAP earnings to above $7.00 per share, reflecting confidence that recent profitability gains can continue.
If Qorvo maintains its focus on higher-value products and disciplined execution, margin expansion could remain sustainable even if smartphone demand recovers gradually. Continued improvements in capital efficiency would also provide additional financial flexibility over time.
How the Zacks Rank Fits QRVO's OutlookQorvo currently carries a Zacks Rank #2 (Buy), supported by a Value Score of A and Momentum Score of A, while its Growth Score of C indicates more moderate long-term growth expectations. You can see the complete list of today’s Zacks #1 Rank (Strong Buy) stocks here.
The combination of a favorable Zacks Rank and strong Value and Momentum Scores suggests the stock offers an attractive blend of valuation and positive price trends. At the same time, the average Growth Score reinforces that investors should continue monitoring smartphone demand, customer concentration, macro conditions and the pending Skyworks transaction. These operational risks remain relevant even as profitability improves.
After an 11.6% gain over the past month, Qorvo appears fundamentally stronger than it did just a few quarters ago. Better earnings execution, expanding exposure to defense and infrastructure markets, and sustained margin improvement support a constructive outlook. Whether the rally continues, however, will likely depend on the company's ability to maintain those operational gains while navigating the uncertainties that still surround its core mobile business.
IRVINE, Calif. and GREENSBORO, N.C., July 28, 2026 (GLOBE NEWSWIRE) -- Skyworks Solutions, Inc. (Nasdaq: SWKS) and Qorvo, Inc. (Nasdaq: QRVO) today announced the expected executive leadership team for the combined company, effective upon the successful completion of the pending transaction.
"Our expected leadership team unites deep industry expertise, proven operating experience and a shared commitment to helping customers solve their most complex challenges,” said Phil Brace, president and chief executive officer of Skyworks, who will serve as chief executive officer of the combined company. “Identifying this team is an important step in preparing us to move with clarity and conviction after close. This group will play a critical role in bringing together the strengths of both organizations, supporting a smooth transition and positioning our combined company to realize the tremendous opportunities ahead."
The following executives are expected to report to Mr. Brace as of the closing:
Philip Carter - Chief Financial Officer and Senior Vice PresidentPhilip Chesley - Senior Vice President and President of High Performance AnalogKari Durham - Senior Vice President, Human ResourcesJ.K. Givens - Senior Vice President and General Counsel, SecretaryYusuf Jamal - Senior Vice President and General Manager of RF and Mixed-Signal Intelligence SolutionsReza Kasnavi - Executive Vice President, Chief Operations and Technology OfficerJoel King - Senior Vice President and General Manager of Mobile Solutions BusinessTodd Lepinski - Senior Vice President, Sales and MarketingFrank Stewart - Senior Vice President and President of Advanced Cellular
Bob Bruggeworth, president and chief executive officer of Qorvo, who is expected to join the board of directors of the combined company post-close, added, “Today’s announcement reflects the strong partnership that has shaped our integration planning efforts from the very beginning. I am confident these leaders will help foster collaboration across our teams as we build on the engineering excellence, innovation, and customer focus that have long distinguished both organizations.”
About Skyworks
Skyworks Solutions, Inc. is empowering the wireless networking revolution. We are a leading developer, manufacturer and provider of analog and mixed-signal semiconductors and solutions for numerous applications, including aerospace, automotive, broadband, cellular infrastructure, connected home, defense, entertainment and gaming, industrial, medical, smartphone, tablet and wearables.
Skyworks is a global company with engineering, marketing, operations, sales and support facilities located throughout Asia, Europe and North America and is a member of the S&P 500® market index (Nasdaq: SWKS). For more information, please visit Skyworks’ website at: www.skyworksinc.com.
About Qorvo
Qorvo (Nasdaq: QRVO) supplies innovative semiconductor solutions that make a better world possible. We combine product and technology leadership, systems-level expertise and global manufacturing scale to quickly solve our customers' most complex technical challenges. Qorvo serves diverse high-growth segments of large global markets, including automotive, consumer, defense & aerospace, industrial & enterprise, infrastructure and mobile. Visit www.qorvo.com to learn how our diverse and innovative team is helping connect, protect and power our planet.
Qorvo is a registered trademark of Qorvo, Inc. in the U.S. and in other countries. All other trademarks are the property of their respective owners.
Important Information About the Proposed Transaction and Where to Find It
In connection with the mergers, Skyworks has filed with the SEC a registration statement on Form S-4 (File No. 333-291947) (the “Registration Statement”), which includes a prospectus with respect to the shares of Skyworks’ common stock to be issued in the mergers and a joint proxy statement for Skyworks’ and Qorvo’s respective stockholders (the “Joint Proxy Statement/Prospectus”). The Registration Statement was declared effective on December 23, 2025, and Skyworks filed a final prospectus on December 23, 2025, and Qorvo filed a definitive proxy statement on December 23, 2025. The Joint Proxy Statement/Prospectus was mailed to stockholders of Skyworks and Qorvo on or about December 23, 2025. Each of Skyworks and Qorvo may also file with or furnish to the SEC other relevant documents regarding the mergers. This communication is not a substitute for the Registration Statement, the Joint Proxy Statement/Prospectus or any other document that Skyworks or Qorvo may mail to their respective stockholders in connection with the mergers.
INVESTORS AND SECURITY HOLDERS OF SKYWORKS AND QORVO ARE URGED TO READ THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT, AS WELL AS ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE MERGERS OR INCORPORATED BY REFERENCE INTO THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO), BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION REGARDING SKYWORKS, QORVO, THE MERGERS AND RELATED MATTERS.
The documents filed by Skyworks with the SEC also may be obtained free of charge at Skyworks’ website at https://www.skyworksinc.com/investors or upon written request to Skyworks at [email protected]. The documents filed by Qorvo with the SEC also may be obtained free of charge at Qorvo’s website at https://ir.qorvo.com/ or upon written request to Qorvo at [email protected]. These documents filed with the SEC are also available for free to the public at the website maintained by the SEC at www.sec.gov.
No Offer or Solicitation
This communication is for informational purposes only and does not constitute, or form a part of, an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, and otherwise in accordance with applicable law.
This document contains “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are based on Skyworks’ and Qorvo’s current expectations, estimates and projections about the expected date of closing of the proposed transaction and the potential benefits thereof, their respective businesses and industries, management’s beliefs and certain assumptions made by Skyworks and Qorvo, all of which are subject to change. In this context, forward-looking statements often address expected future business and financial performance and financial condition, and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “could,” “seek,” “see,” “will,” “may,” “would,” “might,” “potentially,” “estimate,” “continue,” “expect,” “target,” similar expressions or the negatives of these words or other comparable terminology that convey uncertainty of future events or outcomes. All forward-looking statements by their nature address matters that involve risks and uncertainties, many of which are beyond our control and are not guarantees of future results, such as statements about the consummation of the proposed transaction and the anticipated benefits thereof. These and other forward-looking statements, including the failure to consummate the proposed transaction or to make or take any filing or other action required to consummate the transaction in a timely matter or at all, are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements. Accordingly, there are or will be important factors that could cause actual results to differ materially from those indicated in such statements and, therefore, you should not place undue reliance on any such statements and caution must be exercised in relying on forward-looking statements. Important risk factors that may cause such a difference include, but are not limited to: (i) the completion of the proposed transaction on anticipated terms and timing, including obtaining regulatory approvals, anticipated tax treatment, unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies, expansion and growth of Skyworks’ and Qorvo’s businesses and other conditions to the completion of the proposed transaction; (ii) failure to realize the anticipated benefits of the proposed transaction, including as a result of delay in completing the transaction or integrating the businesses of Skyworks and Qorvo; (iii) Skyworks’ and Qorvo’s ability to implement their business strategies; (iv) pricing trends; (v) potential litigation relating to the proposed transaction that has been or could be instituted against Skyworks, Qorvo or their respective directors; (vi) the risk that disruptions from the proposed transaction will harm Skyworks’ or Qorvo’s business, including current plans and operations; (vii) the ability of Skyworks or Qorvo to retain and hire key personnel; (viii) potential adverse reactions or changes to business relationships resulting from the announcement, pendency or completion of the proposed transaction; (ix) uncertainty as to the long-term value of Skyworks’ common stock; (x) legislative, regulatory and economic developments affecting Skyworks’ and Qorvo’s businesses; (xi) general economic and market developments and conditions; (xii) the evolving legal, regulatory and tax regimes under which Skyworks and Qorvo operate; (xiii) potential business uncertainty, including changes to existing business relationships, during the pendency of the proposed transaction that could affect Skyworks’ or Qorvo’s financial performance; (xiv) restrictions during the pendency of the proposed transaction that may impact Skyworks’ or Qorvo’s ability to pursue certain business opportunities or strategic transactions; and (xv) unpredictability and severity of catastrophic events, including, but not limited to, acts of terrorism or outbreak of war or hostilities, as well as Skyworks’ and Qorvo’s response to any of the aforementioned factors. These risks, as well as other risks associated with the proposed transaction, are more fully discussed in the Joint Proxy Statement/Prospectus. While the list of factors presented here and in the Joint Proxy Statement/Prospectus are considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on Skyworks’ or Qorvo’s consolidated financial condition, results of operations or liquidity. Neither Skyworks nor Qorvo assumes any obligation to publicly provide revisions or updates to any forward-looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.
Qorvo oznámila za první fiskální čtvrtletí tržby 784,8 mil. USD a zředěný EPS 0,96 USD podle GAAP. Non-GAAP zředěný EPS vzrostl meziročně o 78 % na 1,64 USD.
GREENSBORO, N.C., July 28, 2026 (GLOBE NEWSWIRE) -- Qorvo® (Nasdaq:QRVO), a leading global provider of connectivity and power solutions, today announced financial results for the Company’s fiscal 2027 first quarter ended June 27, 2026.
On a GAAP basis, revenue for Qorvo’s fiscal 2027 first quarter was $784.8 million, gross margin was 51.1%, operating income was $96.8 million, and diluted earnings per share was $0.96. On a non-GAAP basis, gross margin was 52.8%, operating income was $177.6 million, and diluted earnings per share was $1.64.
Bob Bruggeworth, president and chief executive officer of Qorvo, said, "The Qorvo team delivered strong June quarterly financial results, supported by double-digit year-over-year revenue growth in D&A, infrastructure, and power, coupled with our successful pivot in ACG to higher value placements. For full-year fiscal 2027, we continue to expect non-GAAP gross margin above 50% and now expect non-GAAP diluted earnings per share above $7.00."
Financial Commentary
Grant Brown, chief financial officer of Qorvo, said, "Qorvo is improving business mix within and across operating segments, reducing capital intensity, and structurally enhancing profitability. Compared to the prior-year June quarter, non-GAAP gross margin expanded 880 basis points to 52.8% and non-GAAP EPS increased 78% to $1.64. We expect continued strong financial performance throughout fiscal 2027."
Given Qorvo's pending transaction with Skyworks, Qorvo has discontinued conducting conference calls and providing forward-looking guidance. Qorvo's fiscal 2027 is a 53-week year, and its fiscal second quarter, ending Saturday, October 3, 2026, will include 14 weeks.
See "Forward-looking non-GAAP financial measures" below. Qorvo's actual results may differ from these expectations and projections, and such differences may be material.
Selected Financial Information
The following tables set forth selected GAAP and non-GAAP financial information for Qorvo for the periods indicated. See the more detailed financial information for Qorvo, including reconciliations of GAAP and non-GAAP financial information, attached.
SELECTED GAAP RESULTS(In millions, except for percentages and EPS)(Unaudited) Q1 Fiscal 2027 Q4 Fiscal 2026 Q1 Fiscal 2026 Sequential Change Year-over-Year ChangeRevenue$784.8 $808.3 $818.8 $(23.5) $(34.0)Gross profit$401.0 $395.0 $331.8 $6.0 $69.2 Gross margin 51.1% 48.9% 40.5% 2.2 ppt 10.6 ppt Operating expenses$304.2 $363.5 $301.7 $(59.3) $2.5 Operating income$96.8 $31.5 $30.1 $65.3 $66.7 Net income$85.8 $29.7 $25.6 $56.1 $60.2 Weighted-average diluted shares 89.4 92.6 93.8 (3.2) (4.4)Diluted EPS$0.96 $0.32 $0.27 $0.64 $0.69 SELECTED NON-GAAP RESULTS(1)(In millions, except for percentages and EPS)(Unaudited) Q1 Fiscal 2027 Q4 Fiscal 2026 Q1 Fiscal 2026 Sequential Change Year-over-Year ChangeRevenue$784.8 $808.3 $818.8 $(23.5) $(34.0)Gross profit$414.3 $425.2 $360.0 $(10.9) $54.3 Gross margin 52.8% 52.6% 44.0% 0.2 ppt 8.8 ppt Operating expenses$236.6 $235.0 $251.8 $1.6 $(15.2)Operating income$177.6 $190.2 $108.2 $(12.6) $69.4 Net income$146.6 $156.8 $86.5 $(10.2) $60.1 Weighted-average diluted shares 89.4 92.6 93.8 (3.2) (4.4)Diluted EPS$1.64 $1.69 $0.92 $(0.05) $0.72 (1) Adjusted for stock-based compensation expense; amortization of acquired intangible assets; restructuring-related charges and adjustments; merger-related costs; goodwill and intangible asset impairments; settlements, gains, losses and other charges; investment gains and losses; and an adjustment of income taxes. SELECTED GAAP RESULTS BY OPERATING SEGMENT(In millions, except percentages)(Unaudited) Q1 Fiscal 2027 Q4 Fiscal 2026 Q1 Fiscal 2026 Sequential Change Year-over-Year ChangeRevenue HPA$206.3 $202.7 $137.4 1.8% 50.1%CSG 101.9 93.3 110.2 9.2% (7.5)%ACG 476.6 512.3 571.2 (7.0)% (16.6)%Total revenue$784.8 $808.3 $818.8 (2.9)% (4.2)%Operating income (loss) HPA$70.0 $70.3 $21.6 (0.4)% 224.1%CSG 3.0 (6.9) (7.5) 143.5% 140.0%ACG 108.5 130.5 97.9 (16.9)% 10.8%Unallocated amounts(1) (84.7) (162.4) (81.9) 47.8% (3.4)%Total operating income$96.8 $31.5 $30.1 207.3% 221.6%Operating income (loss) as a % of revenue HPA 33.9% 34.7% 15.7% (0.8) ppt 18.2 ppt CSG 2.9 (7.4) (6.8) 10.3 ppt 9.7 ppt ACG 22.8 25.5 17.1 (2.7) ppt 5.7 ppt Total operating income as a % of revenue 12.3% 3.9% 3.7% 8.4 ppt 8.6 ppt (1) Includes stock-based compensation expense; amortization of acquired intangible assets; restructuring-related charges and adjustments; merger-related costs; goodwill and intangible asset impairments; settlements, gains, losses and other charges; and start-up costs. Non-GAAP Financial Measures
In addition to disclosing financial results calculated in accordance with United States (U.S.) generally accepted accounting principles (GAAP), this earnings release contains some or all of the following non-GAAP financial measures: (i) non-GAAP gross profit and gross margin, (ii) non-GAAP operating expenses, operating income and operating margin, (iii) non-GAAP net income, (iv) non-GAAP net income per diluted share, (v) free cash flow, (vi) EBITDA, (vii) non-GAAP return on invested capital (ROIC), and (viii) net debt or positive net cash. Each of these non-GAAP financial measures is either adjusted from GAAP results to exclude certain expenses or derived from multiple GAAP measures, which are outlined in the “Reconciliation of GAAP to Non-GAAP Financial Measures” tables, attached, and the “Additional Selected Non-GAAP Financial Measures and Reconciliations” tables, attached.
In managing Qorvo's business on a consolidated basis, management develops an annual operating plan, which is approved by our Board of Directors, using non-GAAP financial measures. In developing and monitoring performance against this plan, management considers the actual or potential impacts on these non-GAAP financial measures from actions taken to reduce costs with the goal of increasing gross margin and operating margin. In addition, management relies upon these non-GAAP financial measures to assess whether research and development efforts are at an appropriate level, and when making decisions about product spending, administrative budgets, and other operating expenses. Also, we believe that non-GAAP financial measures provide useful supplemental information to investors and enable investors to analyze the results of operations in the same way as management. We have chosen to provide this supplemental information to enable investors to perform additional comparisons of our operating results, to assess our liquidity and capital position and to analyze financial performance excluding the effect of expenses unrelated to operations, and stock-based compensation expense, which may obscure trends in Qorvo's underlying performance.
We believe that these non-GAAP financial measures offer an additional view of Qorvo's operations that, when coupled with the GAAP results and the reconciliations to corresponding GAAP financial measures, provide a more complete understanding of Qorvo's results of operations and the factors and trends affecting Qorvo's business. However, these non-GAAP financial measures should be considered as a supplement to, and not as a substitute for, or superior to, the corresponding measures calculated in accordance with GAAP.
Our rationale for using these non-GAAP financial measures, as well as their impact on the presentation of Qorvo's operations, are outlined below:
Non-GAAP gross profit and gross margin. Non-GAAP gross profit and gross margin exclude amortization of acquired intangible assets, stock-based compensation expense, restructuring-related charges, acquisition and integration-related costs, and certain other charges or income. We believe that exclusion of these costs in presenting non-GAAP gross profit and gross margin facilitates a useful evaluation of our historical performance and projected costs and the potential for realizing cost efficiencies.
We view amortization of acquired acquisition-related intangible assets, such as the amortization of the cost associated with an acquired company’s research and development efforts, trade names, and customer relationships, as items arising from pre-acquisition activities, determined at the time of an acquisition, rather than ongoing costs of operating Qorvo’s business. While these intangible assets are continually evaluated for impairment, amortization of the cost of purchased intangible assets is a static expense, which is not typically affected by operations during any particular period. Although we exclude the amortization of purchased intangible assets from these non-GAAP financial measures, management believes that it is important for investors to understand that such intangible assets were recorded as part of purchase price accounting and contribute to revenue generation.
We believe that presentation of non-GAAP gross profit and gross margin and other non-GAAP financial measures that exclude the impact of stock-based compensation expense assists management and investors in evaluating the period-over-period performance of Qorvo's ongoing operations because (i) the expenses are non-cash in nature, and (ii) although the size of the grants is within our control, the amount of expense varies depending on factors such as short-term fluctuations in stock price volatility and prevailing interest rates, which can be unrelated to the operational performance of Qorvo during the period in which the expense is incurred and generally are outside the control of management. Moreover, we believe that the exclusion of stock-based compensation expense in presenting non-GAAP gross profit and gross margin and other non-GAAP financial measures is useful to investors to understand the impact of the expensing of stock-based compensation to Qorvo's gross profit and gross margins and other financial measures in comparison to prior periods. We also believe that the adjustments to profit and margin related to restructuring-related charges, and acquisition and integration-related costs do not constitute part of Qorvo's ongoing operations and therefore the exclusion of these items provides management and investors with better visibility into the actual costs required to generate revenues over time and facilitates a useful evaluation of our historical and projected performance. We believe disclosure of non-GAAP gross profit and gross margin has economic substance because the excluded expenses do not represent continuing cash expenditures and, as described above, we have little control over the timing and amount of the expenses in question.
Non-GAAP operating expenses, operating income and operating margin. Non-GAAP operating expenses, operating income and operating margin exclude stock-based compensation expense, amortization of acquired intangible assets, acquisition and integration-related costs, merger-related costs, goodwill and intangible asset impairments, restructuring-related charges and certain settlements, gains, losses and other charges. We believe that presentation of a measure of operating expenses, operating income and operating margin that excludes amortization of acquired intangible assets and stock-based compensation expense is useful to both management and investors for the same reasons as described above with respect to our use of non-GAAP gross profit and gross margin. We believe that acquisition and integration-related costs, merger-related costs, goodwill and intangible asset impairments, restructuring-related charges and certain settlements, gains, losses and other charges do not constitute part of Qorvo's ongoing operations and therefore, the exclusion of these costs provides management and investors with better visibility into the actual costs required to generate revenues over time and facilitates a useful evaluation of our historical and projected performance. We believe disclosure of non-GAAP operating expenses, operating income and operating margin has economic substance because the excluded expenses are either unrelated to ongoing operations or do not represent current cash expenditures.
Non-GAAP net income and non-GAAP net income per diluted share. Non-GAAP net income and non-GAAP net income per diluted share exclude the effects of stock-based compensation expense, amortization of acquired intangible assets, acquisition and integration-related costs, merger-related costs, goodwill and intangible asset impairments, restructuring-related charges, certain settlements, gains, losses and other charges, investment and debt-related gains and losses, and also reflect an adjustment of income taxes. The income tax adjustment primarily represents the use of research and development tax credit carryforwards, deferred tax expense (benefit) items not affecting taxes payable, adjustments related to the deemed and actual repatriation of historical foreign earnings, non-cash expense (benefit) related to uncertain tax positions and other items unrelated to the current fiscal year or that are not indicative of our ongoing business operations. We believe that presentation of measures of net income and net income per diluted share that exclude these items is useful to both management and investors for the reasons described above with respect to non-GAAP gross profit and gross margin and non-GAAP operating expenses, operating income and operating margin. We believe disclosure of non-GAAP net income and non-GAAP net income per diluted share has economic substance because the excluded expenses are either unrelated to ongoing operations or do not represent current cash expenditures.
Free cash flow. Qorvo defines free cash flow as net cash provided by operating activities during the period minus property and equipment expenditures made during the period, and free cash flow margin is calculated as free cash flow as a percentage of revenue. We use free cash flow as a supplemental financial measure in our evaluation of liquidity and financial strength. Management believes that this measure is useful as an indicator of our ability to service our debt, meet other payment obligations and make strategic investments. Free cash flow should be considered in addition to, rather than as a substitute for, net income as a measure of our performance and net cash provided by operating activities as a measure of our liquidity. Additionally, our definition of free cash flow is limited, in that it does not represent residual cash flows available for discretionary expenditures due to the fact that the measure does not deduct the payments required for debt service and other contractual obligations. Therefore, we believe it is important to view free cash flow as a measure that provides supplemental information to our entire statement of cash flows.
EBITDA. Qorvo adjusts GAAP net income for interest expense, interest income, income tax expense (benefit), depreciation and intangible amortization expense, stock-based compensation and other charges that are not representative of Qorvo's ongoing operations (including goodwill and intangible asset impairments, investment and debt-related gains and losses, acquisition-related costs, merger-related costs, restructuring-related costs and certain settlements, gains, losses and other charges) when presenting EBITDA. Management believes that this measure is useful to evaluate our ongoing operations and as a general indicator of our operating cash flow (in conjunction with a cash flow statement which also includes, among other items, changes in working capital and the effect of non-cash charges).
Non-GAAP ROIC. ROIC is a non-GAAP financial measure that management believes provides useful supplemental information for management and the investor by measuring the effectiveness of our operations' use of invested capital to generate profits. We use ROIC to track how much value we are creating for our shareholders. Non-GAAP ROIC is calculated by dividing annualized non-GAAP operating income, net of an adjustment for income taxes (as described above), by average invested capital. Average invested capital is calculated by subtracting the average of the beginning balance and the ending balance of equity plus net debt, less certain goodwill.
Net debt or positive net cash. Net debt or positive net cash is defined as unrestricted cash, cash equivalents and short-term investments, minus any borrowings under our credit facility and the principal balance of our senior unsecured notes. Management believes that net debt or positive net cash provides useful information regarding the level of Qorvo's indebtedness by reflecting cash and investments that could be used to repay debt.
Inventory days on hand. Inventory days on hand is defined as (a) average net inventory for the period, divided by (b) the result of non-GAAP cost of goods sold for the period divided by the number of days in the period.
Forward-looking non-GAAP financial measures. Our earnings release contains forward-looking gross margin and diluted earnings per share. We provide these non-GAAP measures to investors on a prospective basis for the same reasons (set forth above) that we provide them to investors on a historical basis. We are unable to provide a reconciliation of the forward-looking non-GAAP financial measures to the most directly comparable forward-looking GAAP financial measures without unreasonable effort due to variability and difficulty in making accurate projections for items that would be required to be included in the GAAP measures, such as stock-based compensation, acquisition and integration-related costs, merger-related costs, restructuring-related charges, goodwill and intangible asset impairments, certain settlements, gains, losses and other charges, investment and debt-related gains or losses and the provision for income taxes, which could have a potentially significant impact on our future GAAP results.
Limitations of non-GAAP financial measures. The primary material limitations associated with the use of non-GAAP financial measures as an analytical tool compared to the most directly comparable GAAP financial measures are these non-GAAP financial measures (i) may not be comparable to similarly titled measures used by other companies in our industry, and (ii) exclude financial information that some may consider important in evaluating our performance, thus limiting their usefulness as a comparative tool. We compensate for these limitations by providing full disclosure of the differences between these non-GAAP financial measures and the corresponding GAAP financial measures, including a reconciliation of the non-GAAP financial measures to the corresponding GAAP financial measures, to enable investors to perform their own analysis of our gross profit and gross margin, operating expenses, operating income, net income, net income per diluted share and net cash provided by operating activities. We further compensate for the limitations of our use of non-GAAP financial measures by presenting the corresponding GAAP measures more prominently.
About Qorvo
Qorvo (Nasdaq:QRVO) supplies innovative semiconductor solutions that make a better world possible. We combine product and technology leadership, systems-level expertise and global manufacturing scale to quickly solve our customers’ most complex technical challenges. Qorvo serves diverse high-growth segments of large global markets, including automotive, consumer, defense & aerospace, industrial & enterprise, infrastructure and mobile. Visit www.qorvo.com to learn how our diverse and innovative team is helping connect, protect and power our planet.
Qorvo is a registered trademark of Qorvo, Inc. in the U.S. and in other countries. All other trademarks are the property of their respective owners.
This press release includes "forward-looking statements" within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements about our plans, objectives, representations and contentions, and are not historical facts and typically are identified by terms such as "may," "will," "should," "could," "expect," "plan," "anticipate," "believe," "estimate," "forecast," "predict," "potential," "continue" and similar words, although some forward-looking statements are expressed differently. You should be aware that the forward-looking statements included herein represent management's current judgment and expectations as of the date the statement is first made, but our actual results, events and performance could differ materially from those expressed or implied by forward-looking statements. We caution you not to place undue reliance upon any such forward-looking statements. We do not intend to update any of these forward-looking statements or publicly announce the results of any revisions to these forward-looking statements, other than as is required under U.S. federal securities laws. Our business is subject to numerous risks and uncertainties, including those relating to fluctuations in our operating results on a quarterly and annual basis; our substantial dependence on developing new products and achieving design wins; our dependence on several large customers for a substantial portion of our revenue; a loss of revenue if defense and aerospace contracts are canceled or delayed; our dependence on third parties; risks related to sales through distributors; risks associated with the operation of our manufacturing facilities; business disruptions; poor manufacturing yields; increased inventory risks and costs, due to timing of customers' forecasts; our inability to effectively manage or maintain relationships with chipset suppliers; our ability to continue to innovate in a very competitive industry; underutilization of manufacturing facilities; unfavorable changes in interest rates, pricing of certain precious metals, utility rates and foreign currency exchange rates; our acquisitions, divestitures and other strategic investments failing to achieve financial or strategic objectives; our ability to effectively execute restructuring initiatives; our ability to attract, retain and motivate key employees; warranty claims, product recalls and product liability; changes in our effective tax rate; enactment of international or domestic tax legislation, or changes in regulatory guidance; changes in the favorable tax status of certain of our subsidiaries; risks associated with social, environmental, health and safety regulations, and climate change; risks from international sales and operations; economic regulation in China; changes in government trade policies, including imposition of tariffs and export restrictions; we may not be able to generate sufficient cash to service all of our debt; restrictions imposed by the agreements governing our debt; our reliance on our intellectual property portfolio; claims of infringement of third-party intellectual property rights; security breaches, failed system upgrades or regular maintenance and other similar disruptions to our IT systems; theft, loss or misuse of personal data by or about our employees, customers or third parties; open source software risks, including risks related to licensing and security; compliance with evolving data privacy and cybersecurity laws and regulations; provisions in our governing documents and Delaware law may discourage takeovers and business combinations that our stockholders might consider to be in their best interests; negative impacts from activist stockholders; volatility in the price of our common stock; risks and uncertainties relating to the Mergers, including the occurrence of any event, change or other circumstance that could give rise to the right of us or Skyworks to terminate the Merger Agreement; the outcome of any legal proceedings that may be instituted against us or Skyworks in connection with the Mergers; the possibility that the Mergers do not close when expected or at all because of required regulatory or other approvals and other conditions to closing are not received or satisfied on a timely basis or at all (and the risk that seeking or obtaining such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the Mergers); that efforts to complete the Mergers may affect our business relationships with our existing and potential customers, suppliers, service providers and other business partners; that the expected synergies from the Mergers may not be fully realized or may take longer to realize than anticipated; any failure to promptly and effectively integrate the businesses of the Company and Skyworks; and that the Mergers may divert management’s attention and time from ongoing business operations and opportunities. These and other risks and uncertainties, which are described in more detail under “Risk Factors” in Part I, Item 1A of our Annual Report on Form 10-K for the fiscal year ended March 28, 2026, and Qorvo’s subsequent reports and statements that we file with the SEC, could cause actual results and developments to be materially different from those expressed or implied by any of these forward-looking statements.
Financial Tables to Follow
QORVO, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
(Unaudited)
Three Months Ended June 27, 2026 June 28, 2025Revenue$784,795 $818,778 Cost of goods sold 383,827 486,976 Gross profit 400,968 331,802 Operating expenses: Research and development 172,427 179,244 Marketing and selling 48,792 56,891 General and administrative 41,337 50,998 Other operating expense 41,642 14,583 Total operating expenses 304,198 301,716 Operating income 96,770 30,086 Interest expense (15,852) (18,787)Other income, net 19,608 20,386 Income before income taxes 100,526 31,685 Income tax expense (14,724) (6,091)Net income$85,802 $25,594 Net income per share: Basic$0.97 $0.28 Diluted$0.96 $0.27 Weighted-average shares of common stock outstanding: Basic 88,035 92,915 Diluted 89,360 93,770 QORVO, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(In thousands, except per share data)
(Unaudited) Three Months Ended June 27, 2026 March 28, 2026 June 28, 2025 GAAP operating income$96,770 $31,514 $30,086 Stock-based compensation expense 34,411 26,321 42,475 Amortization of acquired intangible assets 8,777 20,394 21,521 Restructuring-related charges 11,521 22,426 7,879 Goodwill and intangible asset impairment — 82,369 — Merger-related costs 14,885 8,097 465 Settlements, gains, losses and other charges 11,276 (898) 5,756 Non-GAAP operating income$177,640 $190,223 $108,182 GAAP net income$85,802 $29,730 $25,594 Stock-based compensation expense 34,411 26,321 42,475 Amortization of acquired intangible assets 8,777 20,394 21,521 Restructuring-related charges 11,521 22,426 7,879 Goodwill and intangible asset impairment — 82,369 — Merger-related costs 14,885 8,097 465 Settlements, gains, losses and other charges 11,276 (898) 5,756 Investment gains and losses (8,891) 4,053 (8,052)Adjustment of income taxes (11,151) (35,660) (9,164)Non-GAAP net income$146,630 $156,832 $86,474 GAAP weighted-average outstanding diluted shares 89,360 92,628 93,770 Dilutive stock-based awards — — — Non-GAAP weighted-average outstanding diluted shares 89,360 92,628 93,770 Non-GAAP net income per share, diluted$1.64 $1.69 $0.92 QORVO, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(Unaudited) Three Months Ended(in thousands, except percentages)June 27, 2026 March 28, 2026 June 28, 2025GAAP gross profit/margin$400,968 51.1% $395,021 48.9% $331,802 40.5%Stock-based compensation expense 5,923 0.8 5,252 0.6 5,641 0.7 Amortization of acquired intangible assets 8,046 1.0 18,448 2.3 19,165 2.3 Restructuring-related (adjustments) charges (153)— 7,084 0.9 3,725 0.5 Other income (516)(0.1) (621)(0.1) (339)— Non-GAAP gross profit/margin$414,268 52.8% $425,184 52.6% $359,994 44.0% Three Months EndedNon-GAAP Operating IncomeJune 27, 2026(as a percentage of revenue) GAAP operating income12.3%Stock-based compensation expense4.4 Amortization of acquired intangible assets1.1 Restructuring-related charges1.5 Merger-related costs1.9 Settlements, gains, losses and other charges1.4 Non-GAAP operating income22.6% Three Months EndedFree Cash Flow(1)June 27, 2026(in thousands) Net cash provided by operating activities$139,493 Purchases of property and equipment (24,144)Free cash flow$115,349 (1) Free Cash Flow is calculated as net cash provided by operating activities minus property and equipment expenditures. QORVO, INC. AND SUBSIDIARIES
ADDITIONAL SELECTED NON-GAAP FINANCIAL MEASURES AND RECONCILIATIONS
(In thousands)
(Unaudited)
Three Months Ended
June 27, 2026 March 28, 2026 June 28, 2025
GAAP research and development expense$172,427 $170,388 $179,244 Less: Stock-based compensation expense 13,592 12,496 14,181 Amortization of acquired intangible assets — 402 — Other charges 2 2 2 Non-GAAP research and development expense$158,833 $157,488 $165,061 Three Months Ended
June 27, 2026 March 28, 2026 June 28, 2025
GAAP marketing and selling expense$48,792 $49,526 $56,891 Less: Stock-based compensation expense 3,579 3,327 4,679 Amortization of acquired intangible assets 731 1,543 2,356 Non-GAAP marketing and selling expense$44,482 $44,656 $49,856 Three Months Ended
June 27, 2026 March 28, 2026 June 28, 2025
GAAP general and administrative expense$41,337 $34,504 $50,998 Less: Stock-based compensation expense 11,891 5,379 17,908 Non-GAAP general and administrative expense$29,446 $29,125 $33,090 Three Months Ended
June 27, 2026 March 28, 2026 June 28, 2025
GAAP other operating expense (including goodwill and intangible asset impairment)$41,642 $109,089 $14,583 Less: Stock-based compensation (adjustment) expense (574) (132) 66 Restructuring-related charges 11,674 15,342 4,154 Goodwill and intangible asset impairment — 82,369 — Merger-related costs 14,885 8,097 465 Settlements, gains, losses and other charges 11,790 (279) 6,093 Non-GAAP other operating expense$3,867 $3,692 $3,805 Three Months Ended
June 27, 2026 March 28, 2026 June 28, 2025
GAAP total operating expense$304,198 $363,507 $301,716 Less: Stock-based compensation expense 28,488 21,070 36,834 Amortization of acquired intangible assets 731 1,945 2,356 Restructuring-related charges 11,674 15,342 4,154 Goodwill and intangible asset impairment — 82,369 — Merger-related costs 14,885 8,097 465 Settlements, gains, losses and other charges 11,792 (277) 6,095 Non-GAAP total operating expense$236,628 $234,961 $251,812 QORVO, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except per share data)
(Unaudited)
June 27, 2026
March 28, 2026
ASSETS Current assets: Cash and cash equivalents$1,328,943 $1,219,015 Accounts receivable, net 379,545 382,509 Inventories 592,492 553,718 Prepaid expenses 38,857 36,724 Other receivables 16,384 16,172 Other current assets 80,501 98,176 Total current assets 2,436,722 2,306,314 Property and equipment, net 680,308 710,392 Goodwill 2,353,226 2,353,226 Intangible assets, net 106,286 121,506 Long-term investments 14,759 16,295 Other non-current assets 348,155 317,857 Total assets$5,939,456 $5,825,590 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable$253,233 $242,870 Accrued liabilities 213,593 248,160 Other current liabilities 220,861 221,727 Total current liabilities 687,687 712,757 Long-term debt 1,549,138 1,549,154 Other long-term liabilities 230,706 219,380 Total liabilities 2,467,531 2,481,291 Commitments and contingent liabilities Stockholders’ equity: Preferred stock, $0.0001 par value; 5,000 shares authorized; no shares issued and outstanding — — Common stock and additional paid-in capital, $0.0001 par value; 405,000 shares authorized; 88,218 and 87,741 shares issued and outstanding at June 27, 2026 and March 28, 2026, respectively 3,344,678 3,301,450 Accumulated other comprehensive income 2,657 4,061 Retained earnings 124,590 38,788 Total stockholders' equity 3,471,925 3,344,299 Total liabilities and stockholders’ equity$5,939,456 $5,825,590 QORVO, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited) Three Months Ended June 27, 2026 June 28, 2025Cash flows from operating activities: Net income$85,802 $25,594 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 34,912 39,466 Amortization of intangible assets 15,225 27,994 Deferred income taxes (8,758) (3,756)Stock-based compensation expense 34,411 42,475 Other, net 2,666 (1,804)Changes in operating assets and liabilities: Accounts receivable, net 2,941 58,205 Inventories (39,000) 4,725 Prepaid expenses and other assets 15,538 2,389 Accounts payable and accrued liabilities (13,007) (2,881)Income taxes payable and receivable 4,672 (14,193)Other liabilities 4,091 4,731 Net cash provided by operating activities 139,493 182,945 Cash flows from investing activities: Purchase of property and equipment (24,144) (37,543)Other investing activities 1,298 4,212 Net cash used in investing activities (22,846) (33,331)Cash flows from financing activities: Repurchase of common stock, including transaction costs — (49,906)Proceeds from the issuance of common stock 8,731 9,833 Tax withholding paid on behalf of employees for restricted stock units (10,272) (7,290)Net (payments) proceeds from purchase and sale of inventories subject to repurchase (139) 45,599 Other financing activities (4,787) (5,171)Net cash used in financing activities (6,467) (6,935)Effect of exchange rate changes on cash and cash equivalents (252) 1,623 Net increase in cash and cash equivalents 109,928 144,302 Cash and cash equivalents at the beginning of the period 1,219,015 1,021,176 Cash and cash equivalents at the end of the period$1,328,943 $1,165,478 At Qorvo®
Doug DeLieto
VP, Investor Relations
1.336.678.7968
Skyworks oznámila tržby 935 milionů USD a non-GAAP zisk na akcii 1,08 USD za třetí fiskální čtvrtletí. Zároveň pokračuje v přípravách na spojení s Qorvo a čeká na regulační schválení.
Revenue of $935 Million, GAAP Diluted EPS of $0.22 and Non-GAAP Diluted EPS of $1.08Continued Momentum Across Broad Markets Growth Engines, Led by Automotive and Data Center Qorvo Regulatory Approvals ProgressingAnnounces Expected Leadership Team for Combined CompanyAnticipates Raising Approximately $2 Billion of Acquisition Debt FinancingAnnounces New Capital Allocation Framework for Combined Company; New Stock Repurchase Authorization of $2 Billion IRVINE, Calif., July 28, 2026 (GLOBE NEWSWIRE) -- Skyworks Solutions, Inc. (Nasdaq: SWKS), a leading developer, manufacturer and provider of analog and mixed-signal semiconductors and solutions for numerous applications, today reported third fiscal quarter results for the period ended July 3, 2026.
Revenue for the third fiscal quarter of 2026 was $935 million. On a GAAP basis, operating income for the third fiscal quarter was $49 million with diluted earnings per share of $0.22. On a non-GAAP basis, operating income was $182 million with non-GAAP diluted earnings per share of $1.08.
“We delivered a solid quarter with revenue and earnings above expectations, reflecting consistent execution across the portfolio,” said Phil Brace, chief executive officer and president of Skyworks. “Mobile performed well on healthy demand, and Broad Markets delivered another quarter of year-over-year growth, led by double-digit gains in automotive and data center.
“We continue to advance the regulatory process for our pending combination with Qorvo. We are now optimistic that we can close within the calendar year, and we will be preparing to close as early as within the fiscal year. The steps we’re announcing today - our financing plans, the combined company’s expected leadership team, and a new capital allocation framework are about being ready to execute from day one.”
Recent Business Highlights
Expanded automotive design win pipeline, securing telematics and in-vehicle infotainment engagements with leading global OEMsExpanded AI data center design win pipeline, including precision timing for a hyperscaler switch platform and isolation solutions for 800-volt HVDC power architecturesIntroduced latest power and gate driver technologies, targeting next-generation AI data centers, electric vehicle platforms and industrial high-power applications
Fourth Fiscal Quarter 2026 Outlook
We provide earnings guidance on a non-GAAP basis because certain information necessary to reconcile such guidance to GAAP is difficult to estimate and dependent on future events outside of our control. Please refer to the attached Discussion Regarding the Use of Non-GAAP Financial Measures in this earnings release for further discussion of our use of non-GAAP measures, including quantification of known expected adjustment items.
“For the September quarter, we anticipate revenue of $1,010 million to $1,060 million, with non-GAAP diluted earnings per share of $1.27 at the mid-point of the revenue range,” said Philip Carter, chief financial officer and senior vice president of Skyworks. “Our guidance includes approximately $5 million in incremental net interest expense, or approximately $0.03 per share, reflecting a partial quarter of financing costs associated with the pending Qorvo acquisition.
“We expect Mobile to grow sequentially in the high-teens range, supported by the seasonal ramp of new product launches at our largest customer, while Broad Markets is expected to grow approximately 5% year-over-year, representing approximately 39% of sales.”
Capital Allocation Framework
In conjunction with the pending Qorvo combination, Skyworks’ board of directors has approved a new capital allocation framework for the combined company. Reflecting the combined company’s expected robust free cash flow and adjusted EBITDA generation, the framework provides the flexibility to repurchase shares, de-lever the balance sheet, and pursue opportunistic, accretive M&A. Accordingly, the board has replaced the stock repurchase program expiring in February 2027 with a new $2 billion stock repurchase program, and the company has decided not to declare any quarterly dividends going forward, redirecting that capital toward these higher-return uses. Repurchases may be made from time to time in the open market or through privately negotiated transactions, subject to market conditions and other factors; the program does not obligate the company to repurchase any minimum number of shares and may be suspended or discontinued at any time.
Skyworks’ Third Quarter 2026 Conference Call
Skyworks will host a conference call with analysts to discuss its third quarter fiscal 2026 results and business outlook on July 28, 2026, at 4:30 p.m. EDT.
To listen to the conference call, please visit the investor relations section of Skyworks’ website at https://investors.skyworksinc.com/events-presentations. Playback of the conference call will be available on Skyworks’ website at www.skyworksinc.com/investors beginning at 9 p.m. EDT on July 28, 2026. Additionally, a transcript of the Company’s prepared remarks will be made available on our website promptly after their conclusion during the call.
About Skyworks
Skyworks Solutions, Inc. is empowering the wireless networking revolution. We are a leading developer, manufacturer and provider of analog and mixed-signal semiconductors and solutions for numerous applications, including aerospace, automotive, broadband, cellular infrastructure, connected home, defense, entertainment and gaming, industrial, medical, smartphone, tablet and wearables.
Skyworks is a global company with engineering, marketing, operations, sales and support facilities located throughout Asia, Europe and North America and is a member of the S&P 500® market index (Nasdaq: SWKS). For more information, please visit Skyworks’ website at: www.skyworksinc.com.
Important Information About the Proposed Transaction and Where to Find It
In connection with the proposed mergers (the “Mergers”) with Qorvo, Inc. (“Qorvo”), Skyworks has filed with the SEC a registration statement on Form S-4 (File No. 333-291947) (the “Registration Statement”), which includes a prospectus with respect to the shares of Skyworks’ common stock to be issued in the Mergers and a joint proxy statement for Skyworks’ and Qorvo’s respective stockholders (the “Joint Proxy Statement/Prospectus”). The Registration Statement was declared effective on December 23, 2025, and Skyworks filed a final prospectus on December 23, 2025, and Qorvo filed a definitive proxy statement on December 23, 2025. The Joint Proxy Statement/Prospectus was mailed to stockholders of Skyworks and Qorvo on or about December 23, 2025. Each of Skyworks and Qorvo may also file with or furnish to the SEC other relevant documents regarding the Mergers. This communication is not a substitute for the Registration Statement, the Joint Proxy Statement/Prospectus or any other document that Skyworks or Qorvo may mail to their respective stockholders in connection with the Mergers.
INVESTORS AND SECURITY HOLDERS OF SKYWORKS AND QORVO ARE URGED TO READ THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT, AS WELL AS ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE MERGERS OR INCORPORATED BY REFERENCE INTO THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO), BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION REGARDING SKYWORKS, QORVO, THE MERGERS AND RELATED MATTERS.
The documents filed by Skyworks with the SEC also may be obtained free of charge at Skyworks’ website at https://www.skyworksinc.com/investors or upon written request to Skyworks at [email protected]. The documents filed by Qorvo with the SEC also may be obtained free of charge at Qorvo’s website at https://ir.qorvo.com/ or upon written request to Qorvo at [email protected]. These documents filed with the SEC are also available for free to the public at the website maintained by the SEC at www.sec.gov.
No Offer or Solicitation
This communication is for informational purposes only and does not constitute, or form a part of, an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, and otherwise in accordance with applicable law.
Safe Harbor Statement
This earnings release includes “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and is intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on Skyworks’ and Qorvo’s current expectations, estimates and projections concerning future events, prospects and results, including the expected date of closing and potential benefits of the proposed transactions with Qorvo, their respective businesses and industries, management’s beliefs and certain assumptions, all of which are subject to change. In this context, forward-looking statements often address expected future business and financial performance and financial condition, including certain projections and business trends, including with respect to future sales and revenue, as well as plans for dividend payments and stock repurchases, expected leadership of the combined company and expectations related to the closing of the pending transaction with Qorvo. Forward-looking statements can often be identified by words such as “expect,” “anticipate,” “forecast,” “intend,” “plan,” “believe,” “could,” “seek,” “see,” “will,” “may,” “would,” “might,” “potentially,” “estimate,” “continue,” “expect,” “target,” and similar expressions and variations or negatives of these words, or other comparable terminology that conveys uncertainty regarding future events or outcomes. All such statements by their nature address matters that involve risks and uncertainties, many of which are beyond our control and are not guarantees of future results, such as statements about the consummation of the proposed transaction and the anticipated benefits thereof. These and other forward-looking statements, including the failure to consummate the proposed transactions or to make or take any filing or other action required to consummate the transactions in a timely matter or at all, are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements. Accordingly, there are or will be important factors that could cause actual results to differ materially from those indicated in such statements and adversely from those projected and may affect our future operating results, financial position and cash flows, and, therefore, you should not place undue reliance on any such statements and should exercise caution in relying on forward-looking statements.
These risks, uncertainties and other important factors that may cause a difference include, but are not limited to: the risks of doing business internationally, including from trade war or trade protection measures (e.g., tariffs, retaliatory tariffs and other countermeasures or taxes), increased import/export restrictions and controls (e.g., our ability to obtain foreign-sourced raw materials, including from Chinese-based sources, as well as our ability to sell products to certain specified foreign entities only pursuant to a limited export license from the U.S. Department of Commerce), the susceptibility of the semiconductor industry and the markets addressed by our, and our customers’, products to economic cycles or changes in economic conditions, including inflation and recession that could result from trade war or trade protection measures; our reliance on a small number of key customers for a large percentage of our sales; decreased gross margins and loss of market share as a result of increased competition; our ability to obtain design wins from customers; our ability to convert design wins into revenue, including with respect to the design win with a leading Android OEM noted in this earnings release; market acceptance of our products and our customers’ products, including market acceptance of new, emerging technologies such as AI; the mix and volume of phone models sold by our largest customer; the completion of the proposed transactions with Qorvo on anticipated terms and timing, including obtaining required regulatory approvals, realizing the anticipated tax treatment; the potential impacts of the proposed transactions with Qorvo on the businesses of Skyworks and Qorvo, including unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies, and the expansion and growth of their businesses; the failure to realize the anticipated benefits of the proposed transactions with Qorvo, including as a result of delay in completing the transactions or integrating the businesses of Skyworks and Qorvo; Skyworks’ and Qorvo’s ability to implement their business strategies; pricing trends; potential litigation relating to the proposed transactions that has been or could be instituted against Skyworks, Qorvo or their respective directors; the risk that disruptions from the proposed transactions will harm Skyworks’ or Qorvo’s business, including current plans and operations; the ability of Skyworks and Qorvo to retain and hire key personnel; potential adverse reactions or changes to business relationships with employees, customers, other business partners or governmental entities resulting from the announcement, pendency or completion of the proposed transactions; uncertainty as to the long-term value of Skyworks’ common stock; legislative, regulatory and economic developments affecting Skyworks’ and Qorvo’s businesses; general economic and market developments and conditions; the evolving legal, regulatory and tax regimes under which Skyworks and Qorvo operate; potential business uncertainty, including changes to existing business relationships during the pendency of the proposed transactions, that could affect Skyworks’ or Qorvo’s financial performance; restrictions during the pendency of the proposed transactions that may impact Skyworks’ or Qorvo’s ability to pursue certain business opportunities or strategic transactions; the unpredictability and severity of catastrophic events, including acts of terrorism, outbreaks of war or hostilities, as well as Skyworks’ and Qorvo’s response to any of the aforementioned factors; the costs, fees, expenses and other charges related to the transactions with Qorvo, including with respect to any related litigation; reduced flexibility in operating our business as a result of the indebtedness incurred in connection with the transaction with Silicon Laboratories Inc. and the substantial amount of additional indebtedness we expect to incur in connection with the Qorvo transactions; delays in the deployment of commercial 5G networks or in consumer adoption of 5G-enabled devices; the volatility of our stock price; changes in laws, regulations and/or policies that could adversely affect our operations and financial results, the economy and our customers’ demand for our products, or the financial markets and our ability to raise capital; fluctuations in our manufacturing yields due to our complex and specialized manufacturing processes; our ability to develop, manufacture and market innovative products, avoid product obsolescence, reduce costs in a timely manner, transition our products to smaller geometry process technologies and achieve higher levels of design integration; the quality of our products and any defect remediation costs; our products’ ability to perform under stringent operating conditions; the availability and pricing of third-party semiconductor foundry, assembly and test capacity, raw materials, including rare earth and similar minerals, supplier components, equipment and shipping and logistics services, including limits on our customers’ ability to obtain such services and materials; risks that we may not be able to optimize our manufacturing footprint and achieve any financial and operational benefits from such efforts, including reducing fixed costs or improving utilization rates, disruptions to our manufacturing processes, including relating to any relocation of our key facilities; our ability to successfully manage our senior management transitions; our ability to retain, recruit and hire key executives or the departure of any such executives, technical personnel and other employees in the positions and numbers, with the experience and capabilities, and at the compensation levels needed to implement our business and product plans; the timing, rescheduling or cancellation of significant customer orders and our ability, as well as the ability of our customers, to manage inventory; other economic, social, military and geopolitical conditions in the countries in which we, our customers or our suppliers operate, including the conflicts in Ukraine, Iran and other regions in the Middle East, possible disruptions in transportation networks, and fluctuations in foreign currency exchange rates; the effects of global health crises on business conditions in our industry, including the risk of significant disruptions to our business operations, as well as negative impacts to our financial condition; our ability to prevent theft of our intellectual property, disclosure of confidential information or breaches of our information technology systems; uncertainties of litigation, including potential disputes over intellectual property infringement and rights, as well as payments related to the licensing and/or sale of such rights; our ability to continue to grow and maintain an intellectual property portfolio and obtain needed licenses from third parties; our ability to make certain investments and acquisitions, integrate companies we acquire and/or enter into strategic alliances; and other risks and uncertainties, including those detailed from time to time in our filings, including the Joint Proxy Statement/Prospectus, with the Securities and Exchange Commission. While the factors identified here and in the Joint Proxy Statement/Prospectus are considered representative, no such list should be considered a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. Consequences of material differences in results as compared with those anticipated in the forward-looking statements could include, among other things, business disruption, operational problems, financial loss, legal liability to third parties and similar risks, any of which could have a material adverse effect on Skyworks’ or Qorvo’s consolidated financial condition, results of operations or liquidity.
The forward-looking statements contained in this earnings release are made only as of the date hereof, and we undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, should circumstances change, except as otherwise required by securities or other applicable laws.
Note to Editors: Skyworks and the Skyworks symbol are trademarks or registered trademarks of Skyworks Solutions, Inc., or its subsidiaries in the United States and other countries. Third-party brands and names are for identification purposes only and are the property of their respective owners.
SKYWORKS SOLUTIONS, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
Three Months Ended Nine Months Ended(in millions, except per share amounts)July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025Net revenue$934.8 $965.0 $2,913.9 $2,986.7 Cost of goods sold 559.8 564.0 1,726.3 1,752.1 Gross profit 375.0 401.0 1,187.6 1,234.6 Operating expenses: Research and development 207.8 199.4 623.5 562.4 Selling, general, and administrative 98.7 89.3 326.8 259.9 Amortization of intangibles 0.2 0.2 0.7 0.7 Restructuring, impairment, and other charges 19.8 1.5 42.2 22.6 Total operating expenses 326.5 290.4 993.2 845.6 Operating income 48.5 110.6 194.4 389.0 Interest expense (5.9) (6.6) (19.8) (20.2)Other income, net 6.2 8.0 29.3 35.9 Income before income taxes 48.8 112.0 203.9 404.7 Provision for income taxes 14.9 7.0 55.2 69.0 Net income$33.9 $105.0 $148.7 $335.7 Earnings per share: Basic$0.23 $0.70 $0.99 $2.15 Diluted$0.22 $0.70 $0.99 $2.14 Weighted average shares: Basic 150.4 150.0 150.1 156.3 Diluted 151.4 150.3 150.8 156.9 SKYWORKS SOLUTIONS, INC.
UNAUDITED RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURES
Three Months Ended Nine Months Ended(in millions)July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025GAAP gross profit$375.0 $401.0 $1,187.6 $1,234.6 Share-based compensation expense [a] 10.9 8.5 34.0 21.5 Amortization of acquisition-related intangibles 34.1 37.7 105.7 114.8 Restructuring and other charges — 7.0 — 25.1 Non-GAAP gross profit$420.0 $454.2 $1,327.3 $1,396.0 GAAP gross margin % 40.1% 41.6% 40.8% 41.3%Non-GAAP gross margin % 44.9% 47.1% 45.6% 46.7% Three Months Ended Nine Months Ended(in millions)July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025GAAP operating income$48.5 $110.6 $194.4 $389.0 Share-based compensation expense [a] 53.2 55.2 168.9 168.9 Acquisition-related expenses 25.7 2.8 97.2 3.4 Amortization of acquisition-related intangibles 34.2 37.9 106.4 115.5 Settlements, gains, losses, and impairments (2.0) — 1.5 (1.8)Restructuring and other charges 22.0 17.9 54.3 56.3 Non-GAAP operating income$181.6 $224.4 $622.7 $731.3 GAAP operating margin % 5.2% 11.5% 6.7% 13.0%Non-GAAP operating margin % 19.4% 23.3% 21.4% 24.5% Three Months Ended Nine Months Ended(in millions)July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025GAAP net income$33.9 $105.0 $148.7 $335.7 Share-based compensation expense [a] 53.2 55.2 168.9 168.9 Acquisition-related expenses 25.7 2.8 97.2 3.4 Amortization of acquisition-related intangibles 34.2 37.9 106.4 115.5 Settlements, gains, losses, and impairments (2.0) — 1.5 (1.8)Restructuring and other charges 22.0 17.9 54.3 56.3 Tax adjustments (3.3) (18.4) (8.1) (22.6)Non-GAAP net income$163.7 $200.4 $568.9 $655.4 Three Months Ended Nine Months Ended July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025GAAP net income per share, diluted$0.22 $0.70 $0.99 $2.14 Share-based compensation expense [a] 0.35 0.36 1.12 1.08 Acquisition-related expenses 0.17 0.02 0.64 0.02 Amortization of acquisition-related intangibles 0.23 0.25 0.70 0.74 Settlements, gains, losses, and impairments (0.01) — 0.01 (0.01)Restructuring and other charges 0.14 0.12 0.36 0.36 Tax adjustments (0.02) (0.12) (0.05) (0.15)Non-GAAP net income per share, diluted$1.08 $1.33 $3.77 $4.18 Three Months Ended Nine Months Ended(in millions)July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025GAAP net cash provided by operating activities$70.4 $314.1 $516.2 $1,100.8 Capital expenditures (87.1) (61.4) (226.0) (139.0)Non-GAAP free cash flow$(16.7) $252.7 $290.2 $961.8 GAAP net cash provided by operating activities margin % 7.5% 32.5% 17.7% 36.9%Non-GAAP free cash flow margin %(1.8)% 26.2% 10.0% 32.2% SKYWORKS SOLUTIONS, INC.
DISCUSSION REGARDING THE USE OF NON-GAAP FINANCIAL MEASURES
Our earnings release contains some or all of the following financial measures that have not been calculated in accordance with United States Generally Accepted Accounting Principles (“GAAP”): (i) non-GAAP gross profit and gross margin, (ii) non-GAAP operating income and operating margin, (iii) non-GAAP net income, (iv) non-GAAP diluted earnings per share, and (v) non-GAAP free cash flow and free cash flow margin. As set forth in the “Unaudited Reconciliations of Non-GAAP Financial Measures” table found above, we derive such non-GAAP financial measures by excluding certain expenses and other items from the respective GAAP financial measure that is most directly comparable to each non-GAAP financial measure. Management uses these non-GAAP financial measures to evaluate our operating performance and compare it against past periods, make operating decisions, forecast for future periods, compare our operating performance against peer companies, and determine payments under certain compensation programs. These non-GAAP financial measures provide management with additional means to understand and evaluate the operating results and trends in our ongoing business by eliminating certain non-recurring expenses and other items that management believes might otherwise make comparisons of our ongoing business with prior periods and competitors more difficult, obscure trends in ongoing operations, or reduce management’s ability to make forecasts.
We provide investors with non-GAAP gross profit and gross margin, non-GAAP operating income and operating margin, non-GAAP net income, non-GAAP diluted earnings per share, and non-GAAP free cash flow and free cash flow margin because we believe it is important for investors to be able to closely monitor and understand changes in our ability to generate income from ongoing business operations. We believe these non-GAAP financial measures give investors an additional method to evaluate historical operating performance and identify trends, an additional means of evaluating period-over-period operating performance and a method to facilitate certain comparisons of our operating results to those of our peer companies. We believe that providing non-GAAP operating income and operating margin allows investors to assess the extent to which our ongoing operations impact our overall financial performance. We also believe that providing non-GAAP net income and non-GAAP diluted earnings per share allows investors to assess the overall financial performance of our ongoing operations by eliminating the impact of share-based compensation expense, acquisition-related expenses, amortization of acquisition-related intangibles, settlements, gains, losses, and impairments, restructuring-related charges, and certain tax items which may not occur in each period presented and which may represent non-cash items unrelated to our ongoing operations. We further believe that providing non-GAAP free cash flow and free cash flow margin provide insight into our liquidity, our cash-generating capability, and the amount of cash potentially available to return to shareholders. We believe that disclosing these non-GAAP financial measures contributes to enhanced financial reporting transparency and provides investors with added clarity about complex financial performance measures.
We calculate non-GAAP gross profit by excluding from GAAP gross profit, share-based compensation expense, amortization of acquisition-related intangibles, and restructuring and other charges. We calculate non-GAAP operating income by excluding from GAAP operating income, share-based compensation expense, acquisition-related expenses, amortization of acquisition-related intangibles, settlements, gains, losses, and impairments, and restructuring-related charges. We calculate non-GAAP net income and diluted earnings per share by excluding from GAAP net income and diluted earnings per share, share-based compensation expense, acquisition-related expenses, amortization of acquisition-related intangibles, settlements, gains, losses, and impairments, restructuring-related charges, and certain tax items. We calculate non-GAAP free cash flow by deducting capital expenditures from GAAP net cash provided by operating activities. We exclude certain items identified above from the respective non-GAAP financial measure referenced above for the reasons set forth with respect to each such excluded item below:
Share-Based Compensation Expense - because (1) the total amount of expense is partially outside of our control because it is based on factors such as stock price volatility and interest rates, which may be unrelated to our performance during the period in which the expense is incurred, (2) it is an expense based upon a valuation methodology premised on assumptions that vary over time, and (3) the amount of the expense can vary significantly between companies due to factors that can be outside of the control of such companies.
Acquisition-Related Expenses and Amortization of Acquisition-Related Intangibles - including such items as, when applicable, fair value adjustments to contingent consideration, fair value charges incurred upon the sale of acquired inventory, acquisition-related expenses, and amortization of acquired intangible assets because they are not considered by management in making operating decisions and we believe that such expenses do not have a direct correlation to our future business operations and thereby including such charges does not necessarily reflect the performance of our ongoing operations for the period in which such charges or reversals are incurred.
Settlements, Gains, Losses, and Impairments - because such settlements, gains, losses, and impairments (1) are not considered by management in making operating decisions, (2) are infrequent in nature, (3) are generally not directly controlled by management, (4) do not necessarily reflect the performance of our ongoing operations for the period in which such charges are recognized, and/or (5) can vary significantly in amount between companies and make comparisons less reliable.
Restructuring and Other Charges - because these charges have no direct correlation to our future business operations and including such charges or reversals does not necessarily reflect the performance of our ongoing operations for the period in which such charges or reversals are incurred.
Certain Income Tax Items - including certain deferred tax charges and benefits that do not result in a current tax payment or tax refund and other adjustments, including but not limited to, items unrelated to the current fiscal year or that are not indicative of our ongoing business operations. Skyworks uses a normalized tax rate in its computation of the non-GAAP income tax provision to provide better consistency across reporting periods and to align with its recent historical average of current taxes. For fiscal 2026, Skyworks will apply a non-GAAP tax rate of 10%, which reflects current taxes relative to non-GAAP pre-tax income after applying certain non-GAAP tax adjustments.
The non-GAAP financial measures presented in the table above should not be considered in isolation and are not an alternative for the respective GAAP financial measure that is most directly comparable to each such non-GAAP financial measure. Investors are cautioned against placing undue reliance on these non-GAAP financial measures and are urged to review and consider carefully the adjustments made by management to the most directly comparable GAAP financial measures to arrive at these non-GAAP financial measures. Non-GAAP financial measures may have limited value as analytical tools because they may exclude certain expenses that some investors consider important in evaluating our operating performance or ongoing business performance. Further, non-GAAP financial measures may have limited value for purposes of drawing comparisons between companies as a result of different companies potentially calculating similarly titled non-GAAP financial measures in different ways because non-GAAP measures are not based on any comprehensive set of accounting rules or principles.
Our earnings release contains forward-looking estimates of non-GAAP diluted earnings per share for the fourth quarter of our 2026 fiscal year (“Q4 2026”). We provide this non-GAAP measure to investors on a prospective basis for the same reasons (set forth above) that we provide it to investors on a historical basis. We are unable to provide a reconciliation of our forward-looking estimate of Q4 2026 GAAP diluted earnings per share to a forward-looking estimate of Q4 2026 non-GAAP diluted earnings per share because certain information needed to make a reasonable forward-looking estimate of GAAP diluted earnings per share for Q4 2026 (other than estimated share-based compensation expense of $0.20 to $0.40 per diluted share, estimated amortization of intangibles of $0.20 to $0.30 per diluted share and certain tax items of -$0.15 to $0.20 per diluted share) is difficult to predict and estimate and is often dependent on future events that may be uncertain or outside of our control. Such events may include unanticipated changes in our GAAP effective tax rate, unanticipated one-time charges related to asset impairments (fixed assets, inventory, intangibles, or goodwill), unanticipated acquisition-related expenses, unanticipated settlements, gains, losses, and impairments, and other unanticipated non-recurring items not reflective of ongoing operations. The probable significance of these unknown items, in the aggregate, is estimated to be in the range of $0.00 to $0.15 in quarterly earnings per diluted share on a GAAP basis. Our forward-looking estimates of both GAAP and non-GAAP measures of our financial performance may differ materially from our actual results and should not be relied upon as statements of fact.
[a] The following table summarizes the expense recognized in accordance with ASC 718 - Compensation, Stock Compensation (in millions):
Three Months Ended Nine Months Ended July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025Cost of goods sold$10.9 $8.5 $34.0 $21.5Research and development 30.0 32.8 96.4 86.0Selling, general, and administrative 12.3 13.9 38.5 48.9Restructuring, impairment, and other charges — — — 12.5Total share-based compensation$53.2 $55.2 $168.9 $168.9 SKYWORKS SOLUTIONS, INC.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
As of(in millions)July 3, 2026 October 3, 2025Assets Cash, cash equivalents, and marketable securities$813.8 $1,388.4Accounts receivable, net 348.2 598.1Inventory 1,015.5 754.7Property, plant, and equipment, net 1,205.7 1,194.6Goodwill and intangible assets, net 2,855.5 2,985.7Other assets 1,186.3 995.5Total assets$7,425.0 $7,917.0 Liabilities and Equity Accounts payable$268.6 $236.0Accrued and other liabilities 921.2 928.1Debt 496.9 995.8Stockholders’ equity 5,738.3 5,757.1Total liabilities and equity$7,425.0 $7,917.0 SKYWORKS SOLUTIONS, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended Nine Months Ended(in millions)July 3, 2026 June 27, 2025 July 3, 2026 June 27, 2025Cash flows from operating activities: Net income$33.9 $105.0 $148.7 $335.7 Adjustments to reconcile net income to net cash provided by operating activities: Share-based compensation 53.2 55.2 168.9 168.9 Depreciation 73.8 70.1 216.1 206.3 Amortization of intangible assets 42.9 45.8 130.4 139.8 Deferred income taxes 17.7 1.4 7.6 21.1 Amortization of debt discount and issuance costs 0.4 0.5 1.4 1.5 Other, net (2.1) (1.6) (2.7) (5.2)Changes in assets and liabilities: Receivables, net (12.2) (24.3) 250.0 112.6 Inventory (133.3) (26.8) (268.1) 85.2 Accounts payable (2.9) 21.6 30.0 32.6 Other current and long-term assets and liabilities (1.0) 67.2 (166.1) 2.3 Net cash provided by operating activities 70.4 314.1 516.2 1,100.8 Cash flows from investing activities: Capital expenditures (87.1) (61.4) (226.0) (139.0)Purchased intangibles (0.2) (6.7) (19.8) (24.1)Purchases of marketable securities (0.9) (135.9) (28.6) (415.9)Sales and maturities of marketable securities 0.3 126.6 232.7 473.9 Other 2.6 — 3.3 2.2 Net cash used in investing activities (85.3) (77.4) (38.4) (102.9)Cash flows from financing activities: Repurchase of common stock - payroll tax withholdings on equity awards (1.5) (4.5) (41.6) (43.4)Repurchase of common stock - stock repurchase program — (330.2) (7.5) (830.2)Dividends paid (106.9) (103.9) (320.1) (327.0)Proceeds from employee stock purchase plan — — 21.2 20.0 Debt financing costs — — (1.1) — Payments of debt (500.0) — (500.0) — Net cash used in financing activities (608.4) (438.6) (849.1) (1,180.6)Net decrease in cash and cash equivalents (623.3) (201.9) (371.3) (182.7)Cash and cash equivalents at beginning of period 1,413.3 1,387.8 1,161.3 1,368.6 Cash and cash equivalents at end of period$790.0 $1,185.9 $790.0 $1,185.9
