Semiconductor component distributor WPG Holdings Co (大聯大投資控股) yesterday purchased a 16.98 percent stake in rival WT Microelectronics Co Ltd (文曄科技) for about NT$4.59 billion (US$153.26 million), completing a tender offer announced in November last year.
WPG’s board of directors last year approved the proposed acquisition of 177.11 million WT shares by a Jan. 30 deadline for NT$45.8 per share, but the company ultimately stopped short with an acquisition of 100.24 million shares.
Its stake in WT would have risen to 30 percent if the tender offer was fully executed, it said in a Taiwan Stock Exchange filing.
WPG has avoided Fair Trade Commission (FTC) scrutiny, because it does not own a controlling stake in WT, or a one-third share of the company.
“As WPG had planned to purchase a maximum of 177,111,000 shares, or less than 30 percent of WT’s outstanding shares, the deal does not constitute a merger,” the FTC said. “Therefore WPG is not required to apply with the FTC for combination.”
More than a month ago WT urged its shareholders to reject the NT$8.11 billion hostile takeover bid from WPG, saying that the offer of NT$45.8 per share was below the reasonable price range of between NT$50.48 and NT$53.68.
WT also accused WPG of seeking to monopolize the local chip distribution market, in which WPG holds a 70 percent share, along with a 50 percent share in the Asian market, excluding Japan’s 10 top chip distributors.
WPG intends to remain a passive investor, it said in a statement, adding that it would not seek to take control of WT’s board of directors.
WPG said it would shoulder its responsibilities and rights as an independent shareholder and would not collude with a third party.
It would also refrain from additional purchases of WT’s shares, as it aims to maintain a 30 percent stake, it said.
Data from US market researcher Gartner Inc, the World Semiconductor Trade Statistics and the Industrial Technology Research Institute showed that WPG and WT hold a combined market share of less than 1 percent in the global and Asia-Pacific semiconductor markets, the FTC said.
The companies hold a maximum of less than 40 percent in the global chip distribution market, the commission added.
WPG’s shares yesterday closed down 0.52 percent at NT$38.6 in Taipei trading, while WT’s shares declined 0.12 percent to close at NT$41.9.
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