California-based Applied Materials Inc. and Japan-based Tokyo Electron Ltd., both manufacturers of photovoltaic, semiconductor and flat-panel display manufacturing equipment, have agreed to merge via an all-stock combination that values the new company at approximately $29 billion. The merger, which has been approved by the boards of directors of both companies, is subject to approval by shareholders and review by regulators. The companies expect the transaction to close in 2014.
In its joint announcement, the companies stressed they would focus on opportunities in the semiconductor and display industries. There was no comment on the future of each company's PV manufacturing equipment business if and when the merger goes into effect.
Under the terms of the agreement, Tokyo Electron shareholders will receive 3.25 shares of the new company for every Tokyo Electron share held. Applied Materials shareholders will receive 1 share of the new company for every Applied Materials share held. After the close, Applied Materials shareholders will own approximately 68% of the new company and Tokyo Electron shareholders approximately 32%.
The company will have a new name, dual headquarters in Tokyo and Santa Clara, a dual listing on the Tokyo Stock Exchange and the NASDAQ, and will be incorporated in The Netherlands.