If this transaction is completed, Yinge’s shareholding structure in Ansi Semiconductor is:
The announcement disclosed that on April 25, 2018, the Target Fund issued a bidding document to all interested investors, intending to directly or indirectly transfer the JW Fund's $125 million limited partnership shareholding (accounting for 6% of Anshi Semiconductor's overall original share). As an indirect subsidiary of Yingkou Ganyin invested by Yinge Investment, Youpin Company participated in the bidding, and it was recently determined that it will become the JW fund's USD 125 million limited partnership share held by Pacific (accounting for 6% of the overall original share of Ansi Semiconductor). The transferee’s transferee price was $165 million.
Specifically, Yingkou Yutai holds a 100% stake in Youpin Company. Shangheng Co., Ltd., which is jointly established by Youpin Company, Yuanyin International, Shengzhao Industrial and other shareholders, will raise a total of HK$1.4 billion in funds. This transaction was completed. Afterwards, Shang Heng Co., Ltd. will hold 100% equity of Pacific.
Pacific also holds a JW fund with a limited partnership of US$125 million, which holds 27.78% of limited partnership shares of JW Funds (accounting for 6% of Ansi’s overall initial share). JW Fund holds a 21.61% stake in Yucheng Holdings Co., Ltd., Yucheng Holding Co., Ltd. holds 100% equity in Nexperia Holding BV (安世半导体).
Based on the JW fund's equity of US$125 million, the premium of the transfer transaction was 32%. It is reported that the acquisition action of Yinge Investment on the equity of Ansi Semiconductor began in 2017. On July 15, 2017, Yinge Investment disclosed “About Signed to be invested overseas <框架协议>The announcement of the preliminary announcement of Silver Pigeon Investment’s intention to participate in the acquisition of share equity of Anshi Semiconductor. After nearly one year of negotiation and preparation, Yinpin Investment’s indirect subsidiary, Yinyou Company, invested by Yinge Investment passed this award. Gained a substantial step in the $125 million share of Safe Semiconductor.
According to public information, Ansemi Semiconductors is an independent derivative of the standard product business of NXP Semiconductors, a well-known semiconductor company. The main products are discrete devices, logic chips and PowerMos chips, integrated design, manufacturing, and packaging and testing. It is a typical vertically integrated semiconductor company. .
In 2017, the Jianguang Assets Consortium and Zhi Lun Capital announced the completion of the acquisition of Ansi Semiconductor. This involves the participation of several investment funds, including Hefei Jiantou, and Wentai Technology, Beijing Express, Dongshan Precision and many other listed companies. The actual controllers have made initial investment, and there are also many funded companies of the JW fund managed by Zhi Lu Capital.
Previously, Wing Tai Technology's wholly-owned Sun company and its consortium obtained a 70% share of Hefei Guangxin Fund held by the Hefei Core Screen Industry Investment Fund for 11.435 billion yuan, becoming the largest shareholder of Anshen Semiconductor.