HONG KONG, May 20 /PRNewswire-FirstCall/ -- Nam Tai Electronics, Inc. ('Nam Tai' or the 'Company') (NYSE: NTE) is pleased to announce that it has obtained the consent of the Securities and Futures Commission of Hong Kong to make a second voluntary conditional cash offer in an effort to privatize Nam Tai Electronic & Electrical Products Limited ('NTEEP'), its Hong Kong Stock Exchange-listed subsidiary (Stock Code: 2633), in which it holds 74.88% of the issued share capital.
The new offer will be on substantially the same terms and conditions as the first offer announced in February 2009, which fell short by only 1.54 percent of satisfying the minimum condition of obtaining at least 90 percent of the shares of NTEEP which Nam Tai did not own (the 'Offer Shares') and which were required for the completion of the first offer. However, because it became apparent that the shortfall in the number of shares tendered in the first offer had resulted from approximately 1.69% of the Offer Shares which had been earmarked by their holders for tender, but which had not been tendered because of broker omission and miscommunication from the Central Clearing and Settlement System established and operated by Hong Kong Securities Clearing Company Limited, Nam Tai sought and obtained the consent to conduct a second offer. Under normal circumstances, this would not be permitted until after the expiration of at least 12 months from the date when a prior offer is declared unsuccessful.
In this new, second offer, Nam Tai is offering US$0.20 (HK$1.52) per NTEEP share equal to a total cash consideration of approximately US$43.5 million based on the total number of outstanding shares of NTEEP that the Company does not already own. Nam Tai plans to finance the proposed transaction with its internal resources.
As was the case for the first offer, completion of the new offer and the resulting privatization of NTEEP are conditional upon Nam Tai receiving acceptances and/or purchases, after publication of the initial composite offer document for the new offer, totalling at least 90% of the Offer Shares. If that condition is satisfied, Nam Tai intends to exercise compulsory acquisition rights to acquire any remaining NTEEP shares that it did not acquire in accordance with the new offer and then withdraw the listing of NTEEP from the Stock Exchange of Hong Kong.
It is expected that the initial composite offer document for the new offer will be published shortly and the results will be known and released around the end of June 2009.
