SunEdison Semiconductor Ltd. (NASDAQ: SEMI) watched its shares rise handily in Thursday’s session following the announcement of an acquisition. The company entered into a definitive agreement for the acquisition by GlobalWafers, in a transaction valued at $683 million, including SunEdison Semiconductor’s outstanding net indebtedness.
Under the terms of the agreement, SunEdison Semiconductor shareholders will receive $12 per share in cash for each ordinary share held, representing a 78.6% premium to the average closing price over the past 30 trading days and a 44.9% premium to the August 17 closing price.
GlobalWafers expects to benefit from this transaction through a meaningful expansion of its production capabilities, greater breadth in product and global customer base and a significant increase in financial scale.
This transaction has been unanimously approved by the boards of directors of both GlobalWafers and SunEdison Semiconductor. It will be structured as a scheme of arrangement under Singapore law and is subject to the approval of the shareholders of SunEdison Semiconductor, as well as other customary and relevant regulatory conditions.
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Considering the structure of the transaction, SunEdison Semiconductor has requested and obtained a waiver from the Securities Industry Council of Singapore of the application of the Singapore Code on Take-overs and Mergers to the scheme of arrangement.
Doris Hsu, board chair and chief executive officer of GlobalWafers, commented:
We are very excited by this transaction. We believe this combination is unique in that it merges two of the market’s key suppliers with minimal overlap in customers, products and production capacities. The combined company will bring together GlobalWafers’ unparalleled operating model and market strengths with SunEdison Semiconductor’s expansive global footprint and product development capabilities. We will remain focused on our customers and will strengthen and build on our product offerings to deliver even greater value to our customers and shareholders.
Shares of SunEdison Semiconductor were last seen up about 40% at $11.57, with a consensus analyst price target of $8.40 and a 52-week trading range of $3.24 to $13.00.
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