Test giant ASE taking division private

September 4, 2007 – Semiconductor test firm ASE Group says it wants to buy the remaining 49% ownership in subsidiary ASE Test Ltd. it does not own, in a cash offer valued at $784 million.

Terms of the deal involve an all-cash offer of $14.78 for each ASE Test ordinary share, and the NT$ equivalent of $0.185 for each ASE Test Taiwan Depositary Share, a 25.6% premium over ASE Test’s closing price on Aug. 31 — though in trading following the news, ASTSF had surged more than 22% to $14.39, nearly erasing the proposed premium.

ASE, which wants to turn ASE Test into an indirect wholly-owned subsidiary, delisting the unit’s shares and TDSs, says the goal is to “simplify the organizational structure” of its overall group and subsidiaries, enabling more flexible investments and resource allocations while reducing costs and “administrative burdens” of multiple filing and compliance requirements.

Lehman Brothers Inc. advised ASE Test’s special committee formed to evaluate the transaction proposal, while Citigroup Global Markets Taiwan Ltd. advised ASE Inc. Approval of the deal, requiring acceptance by 75% of the other shareholders, is expected by year’s end, the company says.


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