AEM Holdings has confirmed a final offer for printed circuit board maker CEI at an offer price of $1.15 a share, solidifying a pre-conditional offer made in January.
CEI shareholders will have the option to take the offer wholly in cash, or one of two other options that include AEM shares if they choose to stay invested in the sector.
They can choose to accept an 85/15 split in the offer, which consists of 97.75 cents in cash and 0.0486 new AEM shares per CEI share, or a 70/30 split, with 80.5 cents in cash and 0.0972 new AEM shares per CEI share.
In a release, AEM said CEI shareholders can only select one of the three options listed above, and added that this offer is final and will not be revised.
The offer is “an opportunity for CEI Shareholders to realise their investment at a premium to market prices, and exit a stock that has a historically low trading liquidity,” it highlighted.
The offer of $1.15 per share represented a premium of approximately 26.1% over the 12-month volume-weighted average price (VWAP) up to and including Jan 8, the last trading day before the pre-conditional offer announcement which was made on Jan 11.
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The price also exceeds the highest price for CEI shares in the three years preceding Jan 8. As such, CEI shareholders have an opportunity to realise their entire investment in the shares at a premium to market price that may not otherwise be readily available, given the historically low trading liquidity of the shares.
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CEI traded with an average volume of about 24,000 shares per day in the last 1 month, and lower at an average of about 20,000 shares per day in the last six months. This represents only 0.02%-0.03% of its issued share.
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AEM also said through the Cash Shares Consideration Option, CEI shareholders have an opportunity to participate in the future prospects of an enlarged AEM Group, at a discount to current market prices for AEM shares.
The issue price of $3.55 for each new AEM share represents a discount of approximately 17.44% to the last transacted price of AEM shares at $4.30 as at Feb 11.
AEM believes that CEI’s business and operations are a “strategic fit” for AEM and will provide synergistic benefits, including improved vertical integration with a higher level of control towards quality and agility over the entire supply chain through CEI’s printed circuit board assembly, wider customer reach, and improved manufacturing process and efficiency through sharing of know-how and best practices.
AEM chairman Loke Wai San said, “Adding CEI to AEM’s portfolio solidifies our leadership position in serving semiconductor and electronics companies in the advanced computing, 5G and artificial intelligence space. CEI’s regional footprint and expertise in their field will strengthen AEM’s resilience and allows us to be even more responsive to the needs of our global customer base.”
Should the deal go through, CEI is expected to be delisted from the SGX and privatised by AEM.
Shares of AEM and CEI were halted as the announcement was released today, but have resumed as at 09:22 am. AEM shares were trading at $4.39 as at 10.26 am, and CEI at $1.20.
