Powertech Technology Japan Ltd. completed the acquisition of a 47.84% stake in Tera Probe, Inc. from Micron Memory Japan, Inc., Advantest Corporation and others for ¥4.9 billion.
May 28, 2017
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Powertech Technology Japan Ltd. made an offer to acquire a 88.4% stake in Tera Probe, Inc. (TSE:6627) from Micron Memory Japan, Inc., Micron Technology, Inc. (NasdaqGS:MU), and others for ¥9 billion on April 14, 2017. Under the terms of the transaction, 39.6% stake will be acquired from Micron Memory Japan and Micron Technology and the remaining shares will be acquired from other shareholders via the tender offer bid for ¥1100 per share. For 39.6% stake, Powertech Technology Japan signed a stock purchase agreement with Micron Memory Japan, Inc. and Micron Technology, Inc. In a related transaction, Powertech Technology Japan Ltd. agreed to acquire Micron Akita, Inc from Micron Memory Japan, Inc. and Micron Technology, Inc. Powertech Technology Inc., the parent of Powertech Technology Japan Ltd., will invest ¥14.5 billion in Powertech Technology Japan Ltd. by installments to fund the consideration. After completion of the transaction, Tera Probe, Inc. will continue to be listed on the Tokyo Stock Exchange.
The transaction is subject to the approval of related competent authorities and courts of Taiwan and Japan. Powertech Technology Japan shall not purchase any of such tendered shares, if the total number of tendered shares falls below the minimum number of shares to be purchased i.e, 3.68 million shares. The transaction was approved by the Board of Powertech Technology Inc. on April 14, 2017. As of May 22, 2017, the Investment Commission of Taiwan approved the transaction. The tender offer period will start from April 17, 2017 and end on May 29, 2017. The transaction will result in positive effects on the net worth per share and earnings per share of Powertech Technology Inc.
Mita Securities Co., Ltd. acted as a tender offer agent in the transaction. TMI Associates acted as a legal advisor to Powertech Technology Japan Ltd., Micron Memory Japan, Inc., Micron Technology, Inc. and Tera Probe, Inc. Sangyo Sosei Advisory, Inc. acted as the financial advisor to Powertech Technology, Inc. and Powertech Technology Japan Ltd.
Powertech Technology Japan Ltd. completed the acquisition of a 47.84% stake in Tera Probe, Inc. (TSE:6627) from Micron Memory Japan, Inc., Advantest Corporation (TSE:6857) and others for ¥4.9 billion on May 29, 2017. As a part of the tender offer, Powertech Technology Japan Ltd. acquired 3.68 million shares from Micron Memory Japan, Inc., 0.76 million shares from Advantest Corporation and 300 shares from other shareholders.
Tera Probe, Inc. is a Japan-based company mainly engaged in wafer testing, and final test consignment. The Company operates in two business segments. The Memory segment is mainly engaged in the contract wafer testing business of dynamic random access memory (DRAM) produced by semiconductor manufacturers and fabrication factories. The System Large-scale Integration (LSI) segment is principally involved in the contract wafer testing business of semiconductor products such as System on Chips (SoCs), image sensors and analogs produced by domestic and international semiconductor manufacturers and fabrication factories. This segment also operates contract final testing business.
Powertech Technology Japan Ltd. completed the acquisition of a 47.84% stake in Tera Probe, Inc. from Micron Memory Japan, Inc., Advantest Corporation and others for ¥4.9 billion.
TERA PROBE, INC. 
