TWi Pharmaceuticals Inc (安成藥業) yesterday said that it would go private after chairman Chen Chih-ming (陳志明) spent NT$2.63 billion (US$85.3 million) acquiring 36.52 million, or 30.34 percent, of its issued shares.
Chen successfully acquired TWi through a public tender offer, with the minimum purchase set at 5 percent of TWi’s issued shares, company spokeswomen Angela Luan (欒君儀) told a news conference in Taipei.
Chen already owned a 56.43 percent stake in the firm, together with other affiliated parties, and now his TWi holdings have increased to 86.77 percent, Luan said.
TWi’s board of directors yesterday approved a share swap with Calchen Pharmaceuticals Inc (加陳國際藥業), a private firm held by Chen, at an exchange ratio of one-to-one, she said, adding that the share swap would begin on Aug. 5.
If the stock swap is approved at a general shareholders’ meeting on June 21, TWi would apply to the Taipei Exchange and the Financial Supervisory Commission to be delisted from the local bourse, Luan said.
“After the stock swap, Calchen would own 100 percent of its shares, making TWi its wholly owned subsidiary,” she said.
“TWi will belong to Calchen and continue its operations. So, if investors believe in us, trusting that we will make a good profit, they can hold onto their shares and watch how Calchen performs,” Luan said.
If shareholders choose to cash out, they could sell their TWi shares to the firm directly at the shareholders’ meeting in June, for a negotiable price, or later sell their Calchen shares to Calchen at NT$72 per share, she said.
The offer of NT$72 per share is much lower than TWi’s initial public offering price of NT$248 in 2013, as the company’s share prices have fallen in recent years.
Some minority shareholders reportedly criticized the firm for sending a pessimistic message last month, before Chen announced his bid, dragging the stock lower.
Luan said that TWi reported lower-than-expected revenue due to intense market competition, with share prices averaging NT$60 last year.
The stock was suspended for trading yesterday and closed at NT$70.3 on Thursday.
“Investors will always be unsatisfied no matter how much the tender offer price is, but we will leave society to judge whether NT$72 per share is fair,” Luan said.
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