Integrated Micro-Electronics, Inc.IMI

IMI obtains PSE Board Approval for up to PHP5.0 billion Stock Rights Offer

On 24 January 2018, Integrated Micro-Electronics, Inc. (“IMI” or the “Company”) has obtained the approval of The Philippine Stock Exchange, Inc. (“PSE”) for a stock rights offer (“SRO” or the “Offer”) of up to 350 million new common shares (“Rights Shares”) to Eligible Shareholders in order to raise up to PHP5.0 billion in proceeds. The SRO is exempt from registration, as confirmed by the Securities and Exchange Commission on 19 December 2017. Summarized below are the key indicative terms and timetable of the SRO:

AC Industrial Technology Holdings Inc. (“AC Industrial”), IMI’s controlling shareholder, and Resins Incorporated (“Resins”), which beneficially own an aggregate of 63.46% of the Company, have expressed their full support for the Company’s proposed Offer. AC Industrial and Resins commit to purchase their entitlement of the Rights Shares and any unsubscribed Rights Shares after the mandatory Second Round of the SRO.

The Offer is open to existing common shareholders of the Company as of 14 February 2018, (the “Record Date”) who are: (i) located inside the Philippines, or (ii) located in jurisdictions outside the Philippines and outside the United States where it is legal to participate in the Offer under the securities laws of such jurisdictions without requiring registration or the need to obtain regulatory approvals under such laws (the “Eligible Shareholders”). All Eligible Shareholders as of the Record Date will be notified of the Offer and their respective rights entitlements (the “Notice to Stockholders”).

Interested Eligible Shareholders should refer to the “Application to Subscribe” form attached to the Notice to Stockholders and to be uploaded in the Company website, and submit duly executed applications accompanied with the supporting documents and the check payment or deposit slip, to BPI Stock Transfer Office (the “Receiving Agent”) at designated receiving centers within the Offer Period.

IMI has appointed BPI Capital Corporation as Sole Issue Manager, Bookrunner and Underwriter to the Offer.

The proceeds from the Offer will be used for the Company’s budgeted capital expenditures and debt refinancing.

Please refer to the attached 2017 October FS.

For more information, please visit http://www.global-imi.com/. Any question related to the Offer may be directed to the following:

Georgia V. Guiang
Associate Director
BPI Capital Corporation
Tel. No. 845-5696

April Ria M. Ng Uy
Associate Director
BPI Capital Corporation
Tel. No. 845-5352

THE OFFER OF THE RIGHTS SHARES IS EXEMPT FROM REGISTRATION PURSUANT TO SECTION 10.1(e) OF THE SECURITIES AND REGULATION CODE AND, ACCORDINGLY THE RIGHTS SHARES HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION UNDER THE SECURITIES REGULATION CODE AND ANY FUTURE OFFER OR SALE THEREOF IS SUBJECT TO REGISTRATION REQUIREMENTS UNDER THE SECURITIES REGULATION CODE UNLESS SUCH OFFER OR SALE QUALIFIES AS AN EXEMPT TRANSACTION.

THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED THESE SECURITIES OR DETERMINED IF THE PROSPECTUS PREPARED IN CONNECTION WITH THE OFFER IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE AND SHOULD BE REPORTED IMMEDIATELY TO THE SECURITIES AND EXCHANGE COMMISSION.


About IMI

Integrated Micro-Electronics Inc. (IMI), the manufacturing portfolio of AC Industrial Technology Holdings, Inc., a wholly-owned subsidiary of Ayala Corp. is among the leading global manufacturing solutions providers in the world. IMI ranks 20th in the list of top 30 EMS providers in the world by the Manufacturing Market Insider, based on 2016 revenues. In the automotive segment, it is the sixth largest EMS provider in the world per New Venture Research.

IMI specializes in highly reliable and quality electronics for long product life cycle segments such as automotive and industrial electronics.

For the automotive segment, IMI delivers customized solutions for safety and security, among others. It supplies cameras that are integral technology to the advanced driver assistance systems (ADAS). For the industrial segment, it manufactures security and access control devices, power modules, and building automation, among others. From its manufacturing plants in the United States, Mexico, Bulgaria, Czech Republic, Germany, China, United Kingdom and the Philippines, IMI provides engineering, manufacturing, and support and fulfillment capabilities to diverse industries globally. For more information, visit www.global-imi.com.

For the first ten months of 2017 and ending on October 31, IMI reported revenues and net income of US$889.8 million (PHP44.7 billion) and US$20.8 million (PHP1.05 billion), respectively.

For more information you may send an email to [email protected]


THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER OF SECURITIES FOR SALE IN THE UNITED STATES OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DO SO. The Rights Shares have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any state of the United States or other jurisdiction and the Rights Shares may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state or local securities laws.

This announcement does not constitute or form part of and should not be construed as an offer to sell or issue or the solicitation of an offer to buy or acquire securities of the Company or any of its subsidiaries or affiliates in any jurisdiction or as an inducement to enter into investment activity. No part of this document, nor the fact of its distribution, should form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever. This document is not financial, legal, tax or other product advice.