European Event-Driven Analyst

Jesus Rodriguez Aguilar

Event-Driven

As of 22 January, <a href="https://www.smartkarma.com/entities/globalwafers-co-ltd" target="_blank" data-smartkarma-citation="entities:17916:1" rel="noopener">Globalwafers (6488 TT)</a> revised the terms of the offer for <a href="https://www.smartkarma.com/entities/siltronic-ag" target="_blank" data-smartkarma-citation="entities:21741:1" rel="noopener">Siltronic AG (WAF GR)</a>  and increased the bid price to €140 per share.
On 23 January, GlobalWafers announced that the offer price has been increased to €145, due to alongside purchases by GlobalWafers at such price.
<ul>
<li>The minimum acceptance threshold has been lowered to 50%.</li>
<li>The acceptance period has been extended to 10 February.</li>
<li>GlobalWafers said the offer is "final".</li>
<li>All other Ts&amp;Cs remain unchanged.</li>
</ul>
Shareholders who tender their shares will obtain €145 per share + €2 as FY 2020 dividend, in total €147 (I have just confirmed this with Siltronic's IR).
The 16% offer increase (vs. the initial €125 per share) by GlobalWafers represents a last push to ensure success of the takeover offer.
<ul>
<li>Since the last offer, GlobalWafers has accumulated a 4.53% stake, which along with the irrevocable undertaking from Wacker (i.e. 30.8%) represents 35.33%.</li>
<li>Obtaining acceptances from 22.7% of the float should not be difficult.</li>
</ul>
On 25 January, Siltronic opened at €144 is trading mid-morning at €141.45 (with over €42 million traded).
<ul>
<li>This represents a gross spread of 3.77%, including €2 dividend (before considering any withholding tax), c. 15% annualized assuming completion in three months. </li>
<li>Recommendation is Long Siltronic, the bid is very likely to succeed plus the shares are supported by good prospects for the semiconductor industry.</li>
</ul>

As of 22 January, Globalwafers (6488 TT) revised the terms of the offer for Siltronic AG (WAF GR)  and increased the bid price to €140 per share.
On 23 January, GlobalWafers announced that the offer price has been increased to €145, due to alongside purchases by GlobalWafers at such price.

The minimum acceptance threshold has been lowered to 50%.
The acceptance period has been extended to 10 February.
GlobalWafers said the offer is "final".
All other Ts&amp;Cs remain unchanged.

Shareholders who tender their shares will obtain €145 per share + €2 as FY 2020 dividend, in total €147 (I have just confirmed this with Siltronic's IR).
The 16% offer increase (vs. the initial €125 per share) by GlobalWafers represents a last push to ensure success of the takeover offer.

Since the last offer, GlobalWafers has accumulated a 4.53% stake, which along with the irrevocable undertaking from Wacker (i.e. 30.8%) represents 35.33%.
Obtaining acceptances from 22.7% of the float should not be difficult.

On 25 January, Siltronic opened at €144 is trading mid-morning at €141.45 (with over €42 million traded).

This represents a gross spread of 3.77%, including €2 dividend (before considering any withholding tax), c. 15% annualized assuming completion in three months. 
Recommendation is Long Siltronic, the bid is very likely to succeed plus the shares are supported by good prospects for the semiconductor industry.


On 9 December, GlobalWafers GmbH, a German subsidiary of GlobalWafers, entered into a BCA to acquire Siltronic from <a href="https://www.smartkarma.com/entities/wacker-chemie-ag" target="_blank" data-smartkarma-citation="entities:21742:1" rel="noopener">Wacker Chemie Ag (WCH GR)</a> and others for €3.8 bn.
<ul>
<li>Under the terms of agreement, GlobalWafers GmbH launches a tender offer to Siltronic shareholders. The largest ever deal for GlobalWafers.</li>
</ul>
The combination brings together Siltronic's technological leadership and GlobalWafers' supply chain management and competitive costs. Moreover, their product portfolios complement each other.
If this deal goes through, the market share of the top three wafer manufacturers could reach 86% from 74% currently (source: Gartner). Consolidation should bring discipline to pricing and capacity additions, which should benefit margins and price stability.
<div>
Other than higher average selling price, the acquisition of Siltronic by GlobalWafers would benefit the latter from higher exposure to 300mm wafers (with better growth prospects), with c. 65% of revenues coming from 300mm wafers (vs. 50% for GlobalWafers currently)
</div>
The offer price represents 2.7x EV/Fwd Revenue (vs. sector average of 2.6x), 8.9x EV/Fwd EBITDA and 21.6x P/Fwd E (vs. sector average 17.0x) and 4x P/20e BV (vs. sector average of 2.3x).
<ul>
<li>Company's compiled consensus TP is €127.23.</li>
<li>On this basis, I doubt that GlobalWafers will raise the offer.</li>
<li>That said, on 8 December, fund manager Argonaut Capital criticised the proposed deal for GlobalWafers to take over Siltronic, calling it inequitable to minority shareholders, an allegation Siltronic rejected as baseless.</li>
</ul>
<div>
The main issues regarding the closing of the transaction will be:
<ul>
<li>Minimum acceptance of 65%; therefore GlobalWafers needs acceptances from 52.6% of the float, not particularly demanding, in my view.</li>
<li>Uncertainty regarding Covid.</li>
<li>Antitrust, but there are limited risks, in my view. Siltronic + GlobalWafers should reach above 25% market share in 300mm wafers, behind Shin-Etsu (31%) and Sumco (around 26%).</li>
</ul>
Interloper risk seems low, this is a consolidated industry, and any of the other potential bidders would reach in combination with Siltronic a higher market share than Siltronic + GlobalWafers.
<div>
Siltronic opened at €126.7 on 20 December.
</div>
</div>
<div>
<ul>
<li>0.2% below GlobalWafers' offer, including dividend.</li>
</ul>
Recommendation: I would wait for share price weakness to set up a position.
</div>

On 9 December, GlobalWafers GmbH, a German subsidiary of GlobalWafers, entered into a BCA to acquire Siltronic from Wacker Chemie Ag (WCH GR) and others for €3.8 bn.

Under the terms of agreement, GlobalWafers GmbH launches a tender offer to Siltronic shareholders. The largest ever deal for GlobalWafers.

The combination brings together Siltronic's technological leadership and GlobalWafers' supply chain management and competitive costs. Moreover, their product portfolios complement each other.
If this deal goes through, the market share of the top three wafer manufacturers could reach 86% from 74% currently (source: Gartner). Consolidation should bring discipline to pricing and capacity additions, which should benefit margins and price stability.

Other than higher average selling price, the acquisition of Siltronic by GlobalWafers would benefit the latter from higher exposure to 300mm wafers (with better growth prospects), with c. 65% of revenues coming from 300mm wafers (vs. 50% for GlobalWafers currently)

The offer price represents 2.7x EV/Fwd Revenue (vs. sector average of 2.6x), 8.9x EV/Fwd EBITDA and 21.6x P/Fwd E (vs. sector average 17.0x) and 4x P/20e BV (vs. sector average of 2.3x).

Company's compiled consensus TP is €127.23.
On this basis, I doubt that GlobalWafers will raise the offer.
That said, on 8 December, fund manager Argonaut Capital criticised the proposed deal for GlobalWafers to take over Siltronic, calling it inequitable to minority shareholders, an allegation Siltronic rejected as baseless.


The main issues regarding the closing of the transaction will be:

Minimum acceptance of 65%; therefore GlobalWafers needs acceptances from 52.6% of the float, not particularly demanding, in my view.
Uncertainty regarding Covid.
Antitrust, but there are limited risks, in my view. Siltronic + GlobalWafers should reach above 25% market share in 300mm wafers, behind Shin-Etsu (31%) and Sumco (around 26%).

Interloper risk seems low, this is a consolidated industry, and any of the other potential bidders would reach in combination with Siltronic a higher market share than Siltronic + GlobalWafers.

Siltronic opened at €126.7 on 20 December.




0.2% below GlobalWafers' offer, including dividend.

Recommendation: I would wait for share price weakness to set up a position.


Semiconductor & Technology Specialist, Ingenuity

William Keating

Semiconductor & Technology Specialist

Ingenuity

Our focus is exclusively on in-depth research & consulting in the broader semiconductor industry. We focus on the key players, namely Intel, Micron, Qualcomm, Apple, Samsung, NVIDIA, AMD, TSMC & Global Foundries - as well as some of the lesser known, but nonetheless critical, companies such as ASML (for EUV), Mellanox, Cavium, Xilinx etc. We specialise in their products, roadmaps, process technologies, competitive advantages & threats etc. We also help our clients understand the implications of new and emerging technologies, e.g. 3D X-Point, 3D NAND, Carbon Nanotubes, Autonomous Driving, Graphene, Silicon Photonics, Wafer-Level Optics, Artificial Intelligence, FPGA, GPU, ASIC etc. 

Semiconductor Analysis & Research

Thematic (Sector/Industry)

With all of the major silicon wafer manufacturers now having reported Q1 earnings, it's clear that the impact of COVID-19 was relatively minor as far as revenues net profits were concerned. That situation looks set to continue in the current quarter, with mostly flat to modestly higher revenue forecasts. The sector isn't COVID-19 immune however. Most manufacturers reported meaningfully higher logistics and shipping charges as freight-carrying passenger flights all but vanished during March. Furthermore, GlobalWafers reported that two of their facilities were forced to close for a month. While the bullish forecasts for the current quarter are encouraging, many believe this to be the result of inventory building in the face of the pandemic. As for the second half outlook, we were left with no actual forecasts, rather a strong sense that it all depends on the extent to which COVID-19 is demonstrably under control or not by then.Separately,  there was an important milestone during the first quarter with China's <a href="http://nsig.com/en" target="_blank" rel="noopener">National Semiconductor Industry Group</a> (NSIG) launching its IPO on the Shenzhen STAR market.

With all of the major silicon wafer manufacturers now having reported Q1 earnings, it's clear that the impact of COVID-19 was relatively minor as far as revenues net profits were concerned. That situation looks set to continue in the current quarter, with mostly flat to modestly higher revenue forecasts. The sector isn't COVID-19 immune however. Most manufacturers reported meaningfully higher logistics and shipping charges as freight-carrying passenger flights all but vanished during March. Furthermore, GlobalWafers reported that two of their facilities were forced to close for a month. While the bullish forecasts for the current quarter are encouraging, many believe this to be the result of inventory building in the face of the pandemic. As for the second half outlook, we were left with no actual forecasts, rather a strong sense that it all depends on the extent to which COVID-19 is demonstrably under control or not by then.Separately,  there was an important milestone during the first quarter with China's National Semiconductor Industry Group (NSIG) launching its IPO on the Shenzhen STAR market. 

Silicon Wafers. The Impact Of Covid-19 In Q1 And Likely Outlook For CY 2020.

Technical Analyst, Vermilion Research

Joe Jasper

Technical Analyst

Technical and Quantitative Research

Vermilion Research

Vermilion’s objective is to deliver timely, actionable, and unique technical research to professional investors through the application of our various technical indicators.

Our research strategists seek to highlight securities which we believe are at major inflection points, based on our various technical and quantitative indicators, and offer asymmetric risk/return profiles. Our unique research methodology, centered on relative strength, enables our strategists to deliver superior investment recommendations.

Our process begins by organizing the universe of actively traded stocks into discrete sectors, then into industry groups. We then apply our technical and quantitative tools to identify developing price trends. Once attractive trends are identified within a selected sector or group, we screen for individual stocks which we believe offer the best risk/reward profile. We provide a historical perspective that often reveals, through our long-term charts, how price patterns often repeat themselves over time.

Technical Analysis

We continue to see coronavirus concerns as helping correct the excess bullish sentiment across global equity markets in the short-term. Additionally, considering the dearth of breakdowns, we continue to believe this is a bull market until proven otherwise and a “buy the dip” strategy remains warranted. We recap importat technical levels across markets and highlight opportunities within the Services, Technology, Financial Services, and Staples Sectors.

We continue to see coronavirus concerns as helping correct the excess bullish sentiment across global equity markets in the short-term. Additionally, considering the dearth of breakdowns, we continue to believe this is a bull market until proven otherwise and a “buy the dip” strategy remains warranted. We recap importat technical levels across markets and highlight opportunities within the Services, Technology, Financial Services, and Staples Sectors.

Global Equity Strategy: Growth Over Value

Since the launch of China's ‘Made in China 2025’ strategic plan in 2015, billions of dollars have been invested to bolster the country's self-sufficiency in ten key technology sectors. Five years on, we review the accomplishments, challenges and, in some cases, downright failures from the perspective of the semiconductor industry. We examine in particular China's efforts to develop their own supply of DRAM and NAND chips and opine on both their progress and the risks they pose to the leading incumbents.
While China's memory ambitions attract the lion's share of the limelight, we think it's important to look at the broader semiconductor ecosystem. To that end, we examine China's progress terms of silicon wafer manufacturing, foundry and semiconductor equipment manufacturing. 
Our conclusion is that the the best investment opportunities relating to China's semiconductor push may be found in lower-profile, less glamorous segments of the broader ecosystem. Here's where we think they might be. 
Note: This Smartkarma Original is a collaboration between <a href="https://www.smartkarma.com/profiles/jim-handy" target="_blank" data-smartkarma-citation="accounts:2578" rel="noopener">Jim Handy</a> and <a href="https://www.smartkarma.com/profiles/william-keating" target="_blank" data-smartkarma-citation="accounts:1806" rel="noopener">William Keating.</a> Jim contributed the initial sections on the background to China's semiconductor investment plans, DRAM, NAND and their impact on the incumbents while the remaining sections were contributed by William.

Since the launch of China's ‘Made in China 2025’ strategic plan in 2015, billions of dollars have been invested to bolster the country's self-sufficiency in ten key technology sectors. Five years on, we review the accomplishments, challenges and, in some cases, downright failures from the perspective of the semiconductor industry. We examine in particular China's efforts to develop their own supply of DRAM and NAND chips and opine on both their progress and the risks they pose to the leading incumbents.
While China's memory ambitions attract the lion's share of the limelight, we think it's important to look at the broader semiconductor ecosystem. To that end, we examine China's progress terms of silicon wafer manufacturing, foundry and semiconductor equipment manufacturing. 
Our conclusion is that the the best investment opportunities relating to China's semiconductor push may be found in lower-profile, less glamorous segments of the broader ecosystem. Here's where we think they might be. 
Note: This Smartkarma Original is a collaboration between Jim Handy and William Keating. Jim contributed the initial sections on the background to China's semiconductor investment plans, DRAM, NAND and their impact on the incumbents while the remaining sections were contributed by William.

China Semiconductor Progress & Opportunities Review 2020

Germany

Siltronic AG manufactures hyperpure silicon wafers. The Company offers products including non-polished and epitaxial coated wafers with different diameter sizes. Siltronic caters its products worldwide for use in computers, smartphones, flat-panel displays, navigation systems, automotive engine control systems, and many other applications.

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Siltronic AG (WAF GR)

GlobalWafers Ups Offer for Siltronic

On 25 January, Siltronic trades mid-morning €141.45 (over €42 mn vol.), gross spread 3.8% including divi (c.15% annual.) LONG Siltronic, bid likely...

Jesus Rodriguez Aguilar

GlobalWafers Cash Offer

The deal should benefit pricing power. I doubt that the offer will be raised. Siltronic trades 0.2% below the offer, including dividend. Wait for...

Jesus Rodriguez Aguilar

Silicon Wafers. The Impact Of Covid-19 In Q1 And Likely Outlook For CY 2020.

With all of the major silicon wafer manufacturers now having reported Q1 earnings, it's clear that the impact of COVID-19 was relatively minor as...

William Keating

Global Equity Strategy: Growth Over Value

We continue to see coronavirus concerns as helping correct the excess bullish sentiment across global equity markets in the short-term....

Vermilion Research

China Semiconductor Progress & Opportunities Review 2020

Since the launch of China's ‘Made in China 2025’ strategic plan in 2015, billions of dollars have been invested to bolster the country's...

William Keating

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