By Revin Mikhael D. Ochave, Reporter
SFA Semicon Philippines Corp. plans to voluntarily delist from the Philippine Stock Exchange (PSE) as its parent company SFA Semicon Co. Ltd. (SFA Korea) moves forward with a P454-million tender offer.
SFA Korea notified SFA Semicon Philippines on Aug. 21 regarding the tender offer related to the voluntary delisting from the PSE, the company said in a regulatory filing on Thursday.
SFA Korea intends to conduct the tender offer at P2.22 per share, based on the highest valuation of SFA Semicon Philippines shares following a fairness opinion and valuation report, as well as the volume-weighted average price of the shares for the year preceding the issuance of the letter of intent for the voluntary delisting.
According to the valuation report, around 204,662,002 common shares of SFA Semicon Philippines are publicly owned, representing a 10.01% public float, while 1.84 billion common shares, or 89.98%, are owned by SFA Korea.
The remaining 0.01%, or 213,005 common shares, are owned by affiliates, the government, banks, employees, and others, including lock-up shares.
If completed, SFA Semicon Philippines will be the third company to delist from the PSE this year, joining Cebu Holdings, Inc. and Premium Leisure Corp.
The board of SFA Semicon Philippines also approved the application for voluntary delisting on Aug. 21.
“The company intends to file the petition for voluntary delisting with the PSE, and SFA Korea plans to launch the tender offer in support of the petition, as soon as stockholders’ approval on the voluntary delisting is obtained,” SFA Semicon Philippines said.
SFA Semicon Philippines will hold a special stockholders’ meeting on Oct. 11, with a record date of Sept. 6, to seek shareholders’ approval for the voluntary delisting application.
“I’m not surprised they opted to delist given their bare minimum public float, lack of liquidity, and years of market undervaluation. With all that, it makes more sense to go private and give minority shareholders an exit opportunity,” Chinabank Capital Corp. Managing Director Juan Paolo E. Colet said in a Viber message.
“What the PSE must examine is whether the tender offer price of P2.22 is fair to shareholders, especially considering the company’s initial public offering (IPO) price of P3.15 and a reported book value of P3.82. Delisting isn’t necessarily negative for our market; it can be a way to return value to shareholders, provided the tender offer price is equitable,” he added.
SFA Semicon Philippines raised P468 million from its IPO in December 2014 to expand the first phase of its production plant at Clark Freeport in Pampanga.
The company, previously known as Phoenix Semiconductor Philippines Corp. (PSPC), is involved in the manufacturing and assembly of semiconductors and memory devices.
“It was somewhat expected after the company’s share buyback transactions reduced its public float to just 0.01% above the minimum public ownership requirement,” AP Securities, Inc. Research Head Alfred Benjamin R. Garcia said in a Viber message.
“However, the tender offer price of P2.22 is disappointing. SSP listed under the ticker symbol PSPC ten years ago, with an offer price of P3.15 per share. This means that those who bought shares during the IPO have no choice but to tender at a loss after holding for a decade,” he added.
Trading of the company’s shares was suspended on Thursday following the announcement of the planned voluntary delisting. The trading suspension will be lifted on the morning of Aug. 27.
