America's Road to Fame

Chapter 411 Privatization Offer

Originally, this time William Chen came to meet with the two parties, and he was already prepared.

At first, his idea was to choose one of the three European semiconductor giants to acquire after the acquisition of Hynix was completed.

After the team's analysis, the most suitable of the Big Three is STMicroelectronics, which he is currently acquiring, because the business of this company is most complementary to Hynix.

And there is another point, that is, STMicroelectronics and Hynix have a [-]/[-] joint venture fab in Xinwu, China. After the two are acquired, this fab can be completely attributed to the new merged company.

The so-called three European semiconductor giants are NXP, Infineon and STMicroelectronics (ST). Since 1987, the European "three giants" have almost never fallen out of the top 20 global semiconductor companies.

The competition between the three European semiconductor giants has always existed, and William Chen’s condition for Italy and France is to merge Hynix, which has completed the acquisition, into STMicroelectronics, so that this company will become Intel and Samsung Electronics. After that, the world's third largest semiconductor company.

On the one hand, merging Hynix with a higher market value into STMicroelectronics can satisfy the self-esteem of Europeans; on the other hand, after such a merger, if they still retain shares, the total shareholding of both parties will be less than 15%. It doesn't have much right to speak, and it doesn't make much sense.

After convincing France and Italy, the biggest obstacle to the acquisition of STMicroelectronics has been removed. Next, William Chen will continue to absorb shares from the three exchanges where STMicroelectronics is listed, while leading the acquisition team to Switzerland. STMicroelectronics headquarters, to meet with their management.

The management side is easy to deal with. After all, there is no problem with STMicroelectronics' operations. Their recent sluggish performance is mainly due to the sluggish environment. Therefore, after the acquisition, William Chen is not planning to make too many adjustments to the management.

In this case, he merged Hynix into STMicroelectronics, which is equivalent to expanding the scale of the company. In addition, Europe has just experienced a debt crisis, and financing in Europe is very difficult. After William Chen acquired them, he injected funds , It will also allow STMicroelectronics to better survive the low tide of this industry cycle.

Therefore, the management of STMicroelectronics basically welcomes William Chen's acquisition.

But on the other hand, the stock market is not so easy to continue to absorb, because the news that William Chen plans to acquire STMicroelectronics has been made public, and this is also a hot event in the market at this time, so the stock price of STMicroelectronics, during this period of time , directly rose by more than 10%.

Moreover, not only there are institutions scrambling to raise funds in the market, but also the holders of this stock are reluctant to sell, and not many people will sell, so when William Chen sold his STMicroelectronics When the shareholding ratio was pushed up to more than 40%, the stock price of STMicroelectronics rose again by 15%. Every time you buy a little bit, the price will be pushed higher, because very few people are willing to sell.

But it is enough for now. He signed an agreement with France and Italy to acquire all the shares in their hands at a premium of 10% using the closing price of STMicroelectronics' stock on October 20 as the benchmark price. STMicroelectronics reached an agreement to acquire 25% of the company's equity incentive pool at the same price.

In this way, the proportion of STMicroelectronics shares held by all related parties of William Chen exceeded 70%. He officially announced that he would issue a privatization offer on the three stock exchanges where STMicroelectronics was listed. The privatization stock price was the same as his own. The purchase price of shares in France, Italy and STMicroelectronics is the same.

This price, based on the price on October 10 after the stock rose sharply, was purchased at a premium of 20%.At the same time, this purchase price is more than 25% higher than the average closing price of STMicroelectronics in the last 30 days, and more than 50% higher than the average closing price of STMicroelectronics in the last 90 trading days.

After the privatization offer is made, STMicroelectronics will set up a special committee of the board of directors, which is composed of independent directors, shareholder representatives and directors who have no interest in the company to review the privatization offer this time and supervise other shareholdings Once the votes reach a certain percentage, the privatization offer will come into effect, and STMicroelectronics will be fully acquired by William Chen, thereby withdrawing from the three major stock exchanges that have already been listed.

Generally, for the privatization of a listed company, the time will vary from the time the offer is made until the completion of the privatization and delisting of the company. The short one can be completed within 1-3 months, and the long one can take more than a year.

Because after the offer is made, some procedures need to be carried out, including the formation of a special committee of the board of directors to review the acquisition offer, and listen to opinions from all sides, continue to negotiate and communicate with the acquirer, and then convene a special general meeting of shareholders to discuss the acquisition offer. Vote, and if the yes votes reach a certain percentage, the plan can be passed and the process of forced privatization can be carried out.

However, according to the analysis of William Chen's acquisition team, on the one hand, the current economic situation is not good, especially the semiconductor industry, which is in a downturn cycle. William Chen's bid for STMicroelectronics is relatively high compared to the current market value of other listed giants It is said that there is already a sufficient premium, so it is very likely to win the approval of the shareholders and complete the privatization offer.

However, STMicroelectronics is listed on three exchanges at the same time, so compared with other companies, the privatization process will be a little slower. In the most optimistic case, I am afraid that it will take at least two months to complete the privatization process. Complete the final privatization acquisition.

The main reason for the attention of this acquisition is that it has been disclosed in relevant reports that William Chen’s Southern Cross Holdings has completed the acquisition of the South Korean semiconductor giant Hynix. If he succeeds in acquiring STMicroelectronics, then it will A merger of these two highly complementary semiconductor companies is highly likely.

In that case, based on the share of Hynix and STMicroelectronics in the global semiconductor market at this time, the merger of the two will result in the birth of a new semiconductor giant with the third largest market share, which will have a great impact on the current semiconductor market structure. Impact.

Similarly, William Chen will not stay and wait for the final acquisition result. After confirming the acquisition offer for STMicroelectronics, he left Europe and returned to Atlanta.

Because he got the news that in the Agricultural Research Institute of Atlanta Island, the preliminary research on the two plants of streamer grass and vitality ball has been completed, and large-scale planting can be started.

In particular, some progress has been made in the research on the two, so William Chen decided to go back and deal with this matter first.

(End of this chapter)