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# SiTime's Renesas Deal Leaves $4 Billion Of Goodwill And Intangibles On A Once-Small Balance Sheet
- URL: https://www.bullished.co/sitimes-renesas-deal-leaves-4-billion-of-goodwill-and-intangibles-on-a-once-small-balance-ab373654/
- Published: 2026-11-05T11:38:08.000Z
- Updated: 2026-11-05T11:38:08.000Z
- Description: Goodwill and intangibles now dominate SiTime's $4.98 billion in assets, and the Renesas allocation is still preliminary.
- Author: Matteo Parrino
- Tags: SEC Filings, SITM, Industry: Technology

[SiTime](https://www.bullished.co/tag/sitm/), which designs the timing chips that keep electronic systems in sync, now carries [$1.9 billion of goodwill and $2.1 billion of intangibles](https://www.sec.gov/Archives/edgar/data/0001451809/000145180926000077/sitm-20260930.htm?ref=bullished.co) from its Renesas Timing business purchase, most of its $4.98 billion in total assets, according to its quarterly report. The company still calls the allocation preliminary, and the amortization is already pulling down margins.

## How the $4 billion was assigned

Renesas received $1,499,259 thousand in cash plus 3,558,691 shares priced at $703.84, or $2,504,749 thousand, for total consideration of $4,006,021 thousand. Of that, $1,911,974 thousand went to goodwill and $2,084,000 thousand to intangibles.

The largest intangible is developed technology at $1,600,000 thousand, amortized over 11 years. Customer relationships add $431,000 thousand over 13 years, order backlog $46,000 thousand over one year and brand assets $7,000 thousand over six.

The [prior quarter's filing](https://www.sec.gov/Archives/edgar/data/0001451809/000145180926000060/sitm-20260630.htm?ref=bullished.co) said the initial accounting was not complete, with goodwill at $87,098 thousand. It now stands at $1,999,072 thousand, and net intangibles at $2,156,770 thousand. The company says the fair values may be adjusted, with a window of up to one year after the July 1 close.

## Margins take the amortization hit

GAAP gross margin was 51.6% in the third quarter, against 63.0% in the second, according to the company's [earnings release](https://www.sec.gov/Archives/edgar/data/0001451809/000145180926000076/sitm-q326x8kxexx991.htm?ref=bullished.co). The filing says amortization of acquired intangibles cut margin by 13.6 percentage points, and inventory step-up costs by 1.0 point, offset by revenue leverage and better mix.

Scheduled amortization is $62,109 thousand for the rest of 2026 and $225,408 thousand in 2027\. [Revenue rose 257%](https://www.benzinga.com/news/26/11/62900637/sitime-q3-2026-earnings-call-transcript?ref=bullished.co) to $298.7 million, including $86.3 million from the acquired business, and net income was $4.4 million.

On an adjusted basis that excludes amortization and stock pay, [gross margin was 70.7%](https://www.benzinga.com/news/26/11/62900637/sitime-q3-2026-earnings-call-transcript?ref=bullished.co).

## Debt, stock and a related-party seller

The company funded the cash portion partly with $1,350.0 million of 0% convertible notes due 2031, issued in May. It also set up a $200.0 million revolving credit facility, undrawn at September 30.

The facility's maximum net leverage ratio is 4.50 for the September quarter, stepping down to 4.00 for the quarters ending December 31, 2026 and March 31, 2027\. SiTime said it complied with its covenants.

Renesas is now a related party. SiTime booked $69.8 million in receivables from it at September 30, against $4.7 million of revenue from Renesas in the quarter. Renesas also provides transition services and committed to supply wafer capacity.

The nearest dated item is the December 31, 2026 quarter, when the leverage ceiling drops to 4.00 from 4.50.

### Sources

- [10-Q Filing — SiTime (SITM)](https://www.sec.gov/Archives/edgar/data/0001451809/000145180926000077/sitm-20260930.htm?ref=bullished.co) — SEC EDGAR
- [10-Q Filing — SiTime (SITM), Q2 FY2026 filed 2026-08-06 (comparison basis)](https://www.sec.gov/Archives/edgar/data/0001451809/000145180926000060/sitm-20260630.htm?ref=bullished.co) — SEC EDGAR
- [Earnings release (8-K Item 2.02, sitm-q326x8kxexx991.htm) — SiTime, filed 2026-11-04](https://www.sec.gov/Archives/edgar/data/0001451809/000145180926000076/sitm-q326x8kxexx991.htm?ref=bullished.co) — SEC EDGAR
- [Is SiTime (SITM) A Bargain After Strong Q3 Results And A Stock Split?](https://uk.finance.yahoo.com/news/sitime-sitm-bargain-strong-q3-052256488.html?ref=bullished.co) — Yahoo Finance
- [Sitime forecasts Q4 revenue of $331M-$341M while setting 3-for-1 stock split and targeting \~70% gross margin (NASDAQ:SITM) | Seeking Alpha](https://seekingalpha.com/news/4666021-sitime-forecasts-q4-revenue-of-331m-341m-while-setting-3-forminus-1-stock-split-and-targeting?ref=bullished.co) — seekingalpha.com
- [SiTime: Q3 Earnings Snapshot](https://finance.yahoo.com/markets/stocks/articles/sitime-q3-earnings-snapshot-212603748.html?ref=bullished.co) — Associated Press
- [SiTime Q3 2026 Earnings Call Transcript](https://www.benzinga.com/news/26/11/62900637/sitime-q3-2026-earnings-call-transcript?ref=bullished.co) — benzinga.com
- [SiTime Non-GAAP EPS of $4.01 beats by $0.45, revenue of $298.7M beats by $9.77M (NASDAQ:SITM) | Seeking Alpha](https://seekingalpha.com/news/4665632-sitime-non-gaap-eps-of-4%5F01-beats-by-0%5F45-revenue-of-298%5F7m-beats-by-9%5F77m?ref=bullished.co) — seekingalpha.com

### More on SiTime

- [SiTime Third-Quarter Revenue Jumps 257% To $298.7 Million, And A 3-For-1 Stock Split Is Coming](https://www.bullished.co/sitime-third-quarter-revenue-jumps-257-to-298-7-million-and-a-3-for-1-stock-split-is-1af92af4/)
- [SiTime Director Katherine Schuelke Quits Board, And SiTime Cuts Its Board To Eight Seats Instead Of Replacing Her](https://www.bullished.co/sitime-director-katherine-schuelke-quits-board-and-sitime-cuts-its-board-to-eight-seats-7f200430/)

[All SiTime (SITM) coverage →](https://www.bullished.co/tag/sitm/)