Diodes buys ElevATE Semiconductor for $250M cash

Rhea-AI Filing Summary

DIODES INC (DIOD) completed the acquisition of ElevATE Semiconductor Inc. on August 27, 2026, making ElevATE a wholly owned subsidiary. The deal is an all-cash transaction for $250 million. ElevATE is a fabless semiconductor company focused on high-performance analog and mixed-signal ICs for the Automated Test Equipment (ATE) market.

Diodes expects ElevATE to contribute approximately $50 million in revenue during the first twelve months following close and to be immediately accretive to revenue, gross margin, and earnings per share. ElevATE will operate as a product line within Diodes, expanding Diodes’ analog and mixed-signal portfolio and its participation in high-growth ATE and semiconductor test markets.

Positive

• Completed $250 million ElevATE acquisition with immediate accretion to Diodes’ revenue, gross margin, and earnings per share, adding an estimated $50 million of revenue in the first twelve months and strengthening its position in high-growth Automated Test Equipment and semiconductor test markets.

Negative

• None.

8-K Event Classification

4 items: 1.01, 7.01, 8.01, 9.01

4 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Acquisition price: $250 million Expected ElevATE revenue contribution: $50 million Acquisition close date: August 27, 2026

3 metrics

Acquisition price $250 million All-cash consideration paid by Diodes for ElevATE Semiconductor Inc.

Expected ElevATE revenue contribution $50 million Approximate revenue in the first twelve months following acquisition close

Acquisition close date August 27, 2026 Date Diodes completed the ElevATE acquisition and ElevATE became a wholly owned subsidiary

Key Terms

all-cash transaction, Automated Test Equipment (ATE), fabless semiconductor company, mixed-signal, +1 more

5 terms

all-cash transaction financial

"in an all-cash transaction for $250 million"

An all-cash transaction is a deal where the full purchase price is paid immediately in cash or cash equivalents, rather than through financing or installment payments. For investors, this type of transaction often indicates a quick, straightforward sale and can signal confidence from the buyer, potentially affecting the value and perception of the involved assets.

Automated Test Equipment (ATE) technical

"integrated circuits for the Automated Test Equipment (ATE) market"

fabless semiconductor company technical

"ElevATE is a fabless semiconductor company based in San Diego"

A fabless semiconductor company designs and develops computer chips and related circuitry but does not own or operate the factories that manufacture them; instead it outsources production to third‑party foundries. Like an architect who creates plans and hires a contractor to build the house, a fabless firm focuses on design, intellectual property and product roadmaps while relying on partners for fabrication, which affects capital needs, profit margins and supply‑chain exposure—factors investors watch.

mixed-signal technical

"low-power analog and mixed-signal semiconductor solutions"

Mixed-signal describes electronic chips or circuits that handle both analog signals—continuous things like sound, radio waves or sensor readings—and digital on/off data used by computers. For investors, these chips matter because they let everyday devices bridge the real world and digital systems; their technical complexity, manufacturing cost and demand influence a company’s product capabilities, competitiveness and revenue potential.

accretive financial

"anticipated to be immediately accretive to Diodes' revenue, gross margin"

"Accretive" describes a situation where a financial action, such as a purchase or investment, increases the value or earnings of a company. For investors, it signals that the move is likely to boost profitability and overall worth, much like adding a beneficial ingredient to a recipe that enhances the final taste. An accretive decision is generally seen as positive because it contributes to growth and financial health.

FAQ

What transaction did DIOD announce regarding ElevATE Semiconductor?

Diodes Incorporated completed the acquisition of ElevATE Semiconductor Inc. in an all-cash transaction for $250 million, with ElevATE becoming a wholly owned subsidiary focused on high-performance ICs for the Automated Test Equipment market.

How much did DIOD pay for ElevATE, and what is the expected revenue contribution?

Diodes paid $250 million in cash for ElevATE. ElevATE is expected to contribute approximately $50 million in revenue during the first twelve months following the acquisition close.

Is the ElevATE acquisition expected to be accretive for DIOD shareholders?

Yes. Diodes states that the ElevATE acquisition is anticipated to be immediately accretive to revenue, gross margin, and earnings per share, reflecting a positive expected financial impact once integrated.

How will ElevATE operate within Diodes (DIOD) after the acquisition?

ElevATE will operate as a product line within Diodes, maintaining continuity for customers while leveraging Diodes’ global infrastructure, manufacturing footprint, and worldwide sales network.

What strategic benefits does DIOD expect from acquiring ElevATE?

Diodes states the acquisition expands its analog and mixed-signal product portfolio and strengthens its position in high-growth ATE and semiconductor test markets, supported by ElevATE’s differentiated technology and strong customer relationships.

When did DIOD close the ElevATE acquisition?

Diodes closed the ElevATE acquisition on August 27, 2026, at which point ElevATE became a wholly owned subsidiary under the Agreement and Plan of Merger dated July 10, 2026.

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Available on EDGAR 08/27/2026 - 04:11 PM Accepted by SEC EDGAR 08/27/2026 - 04:10 PM Learn about SEC filing dates

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 27, 2026

DIODES INCORPORATED

(Exact name of Registrant as Specified in Its Charter)

Delaware			002-25577	95-2039518
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
4949 Hedgcoxe Road, Suite 200
Plano, Texas				75024
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: 972 987-3900

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, Par Value $0.66 2/3		DIOD		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events

On August 27, 2026, Diodes Incorporated (the “Company”) completed its previously announced acquisition of ElevATE Semiconductor Inc. (“ElevATE”) pursuant to the Agreement and Plan of Merger, dated as of July 10, 2026 (the “Merger Agreement”), by and among the Company, ElevATE, GN Merger Sub Inc. and Presidio Investors ELV Continuation GP, LLC. Pursuant to the Merger Agreement, GN Merger Sub Inc. merged with and into ElevATE, with ElevATE surviving the merger as a wholly owned subsidiary of the Company (the “Merger”).

The Company previously disclosed the entry into the Merger Agreement under Items 1.01 and 7.01 of its Current Report on Form 8-K filed with the Securities and Exchange Commission on July 14, 2026, which disclosure is incorporated herein by reference. A copy of the Merger Agreement was filed as Exhibit 2.1 to such Current Report on Form 8-K.

ElevATE is a fabless semiconductor company based in San Diego, California that specializes in the development of highly integrated, low-power analog and mixed-signal semiconductor solutions that address the industry’s most demanding semiconductor test challenges. The acquisition expands the Company’s analog and mixed-signal product portfolio and strengthens the Company’s position in attractive, high-growth end markets driven by increasing semiconductor complexity and test intensity.

On August 27, 2026, the Company issued a press release announcing the completion of the Merger. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number	Description
99.1	Press release, dated August 27, 2026, entitled “Diodes Completes Acquisition of ElevATE Semiconductor, Expanding Presence in High-Growth ATE Market".
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

			DIODES INCORPORATED
Date:	August 27, 2026	By:	/s/Brett R. Whitmire
			Brett R. Whitmire Chief Financial Officer

Exhibit 99.1

Diodes Completes Acquisition of ElevATE Semiconductor, Expanding Presence in High-Growth ATE Market

Plano, Texas – August 27, 2026 -- Diodes Incorporated (Diodes) (Nasdaq: DIOD) today announced the successful completion of its acquisition of ElevATE Semiconductor, Inc. ("ElevATE"), a leading provider of high-performance integrated circuits for the Automated Test Equipment (ATE) market, in an all-cash transaction for $250 million.

ElevATE is a fabless semiconductor company based in San Diego, California that specializes in the development of highly integrated, low-power analog and mixed-signal semiconductor solutions that address the industry's most demanding semiconductor test challenges. The acquisition expands Diodes' analog and mixed-signal product portfolio and strengthens the company's position in attractive, high-growth end markets driven by increasing semiconductor complexity and test intensity.

"The completion of the ElevATE acquisition marks an important milestone in advancing Diodes’ portfolio and content expansion initiatives to capitalize on the growing demand for semiconductor test solutions," said Gary Yu, President and Chief Executive Officer of Diodes Incorporated. “First, I would like to welcome ElevATE employees to the Diodes’ family. ElevATE's differentiated technology, exceptional engineering capabilities, strong customer relationships, and leadership in the ATE market complement Diodes' broad analog and power portfolio, manufacturing scale, and global organization. Together, we are well positioned to deliver broader solutions to customers, while expanding our participation in higher-value analog and mixed-signal applications."

As previously announced, ElevATE is expected to contribute approximately $50 million in revenue during the first twelve months following the acquisition close and is anticipated to be immediately accretive to Diodes' revenue, gross margin, and earnings per share. ElevATE will operate as a product line within Diodes, ensuring continuity for customers while benefiting from Diodes' global infrastructure, manufacturing footprint, and worldwide sales network.

About Diodes Incorporated

Diodes Incorporated (Nasdaq: DIOD), delivers high-quality semiconductor products to the world’s leading companies in the automotive, industrial, computing, consumer electronics, and communications markets. We leverage our expanded product portfolio of analog and power solutions combined with a flexible hybrid manufacturing model to meet customers’ needs. Our broad range of application-specific products, delivered through a total solutions sales approach and supported by global operations including engineering, testing, manufacturing, and customer service, enable us to be a premier provider for high-growth markets. For more information, visit www.diodes.com.

Cautions Regarding Forward-Looking Statements:

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. In some cases, forward-looking statements may be identified by terminology such as “believe,” “may,” “will,” “should,” “predict,” “goal,” “strategy,” “potentially,” “estimate,” “continue,” “anticipate,” “intend,” “could,” “would,” “project,” “plan,” “expect,” “seek” and similar expressions and variations thereof. These words are intended to identify forward-looking statements. Forward-looking statements in this press release include statements regarding the anticipated benefits of the acquisition, expected revenue contributions, accretion to earnings, and market growth opportunities. These

forward-looking statements are based on Diodes' current expectations and assumptions and involve known and unknown risks, uncertainties, and other factors that may cause actual results to differ materially from those expressed or implied. Such factors include, but are not limited to: integration risks; competitive market conditions; changes in demand for ATE products; macroeconomic conditions; and other risks described in Diodes' filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Diodes undertakes no obligation to update any forward-looking statements to reflect events or circumstances after the date of this press release.

The Diodes logo is a registered trademark of Diodes Incorporated in the United States and other countries.

© 2026 Diodes Incorporated. All Rights Reserved.

Company Contact:

Diodes Incorporated

Gurmeet Dhaliwal

Vice President, Corporate Marketing & IR

P: 408-232-9003

E: Gurmeet_Dhaliwal@diodes.com

Investor Relations Contact:

Shelton Group
Leanne Sievers
President Investor Relations
P: 949-224-3874
E: lsievers@sheltongroup.com

Filing Exhibits & Attachments

2 documents

Press Releases

• EX-99.1 EX-99.1 16.2 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA WITH EMBEDDED LINKBASES DOCUMENT 23.3 KB