SFA Semicon delisting after P454 million tender offer

MANILA, Philippines — Semiconductor company SFA Semicon Philippines Corp. is on its way to becoming a private firm after nearly a decade of being listed on the Philippine Stock Exchange (PSE).

Parent company SFA Semicon Co. Ltd. (SFA Korea) has expressed its intent to make a tender offer for all the outstanding common shares of SFA Philippines owned by other shareholders other than those held by the members of the company’s board of directors concerning their qualifying common shares.

The tender offer will be conducted for the voluntary delisting of the company from the main board of the PSE.

SFA Korea plans to make the tender offer at the price of P2.22 per share for a total of P454 million for SFA Philippines’ 204.66 million common shares owned by the public.

SFA Philippines has a total of 2.05 billion outstanding common shares and a free float level of 10.01 percent.

The company said the tender offer price is the highest valuation of its shares based on the fairness opinion and valuation report by R.G. Manabat & Co. and the volume-weighted average price of its shares for one year immediately preceding the date of the letter of intent.

SFA Philippines will apply for voluntary delisting subject to shareholders’ approval and completion of the tender offer by SFA Korea.

SFA Korea will need to obtain a total of at least 95 percent of the total outstanding common shares of SFA Philippines or such percentage as the PSE may allow to effect the voluntary delisting.

The company has set a special stockholders’ meeting on October 11, 2024, to submit the filing of an application for voluntary delisting for the shareholders’ approval.

SFA Philippines said SFA Korea plans to launch the tender offer in support of the petition for voluntary delisting as soon as stockholders’ approval is obtained. A petition for voluntary delisting with the PSE will likewise be filed upon securing the approval of its shareholders.

The PSE has approved the request of SFA Philippines for a voluntary trading suspension of its shares starting yesterday up to August 27, 2024, to give the investing public time to absorb the disclosed information relating to the tender offer and the proposed voluntary delisting.

Shares of SFA Philippines closed at P1.50 apiece last Wednesday.

SFA Philippines, formerly known as Phoenix Semiconductor Philippines Corp., has been listed with the PSE since December 2014.

The company is primarily engaged in constructing and operating a plant to manufacture, assemble and warehousing semiconductor and memory devices.

It is one of the largest semiconductor companies and biggest exporters in dollar revenues in the Clark Freeport Zone in Pampanga.