ASM Pacific sells HK$2.4bn CB to fund DEK buy

Hong Kong-listed semiconductor company exploits chronic lack of supply to pay for acquisition of DEK from Dover.

The Asian convertible market is firmly open for business as companies in the region get their earnings announcements out of the way.

On Tuesday, Hong Kong-listed ASM Pacific Technology became the second Asian company this week (outside Japan) to sell a convertible bond, raising HK$2.4 billion ($310 million) from investors who have been starved of Asian issuance during the recent boom in emerging market credit.

Conditions are now turning in favour of CB issuance. The cost of borrowing from debt markets is rising but so are stock prices, which means that companies can offer investors the opportunity to participate in share price gains as a way of borrowing more cheaply.

ASM’s three-year deal (using a five-put-three structure) followed a $100 million convertible trade from Taiwan Glass Industrial on Monday. Both issuers had to market their deals against the backdrop of a conflict in Ukraine but investors are seemingly more interested in adding Asian exposure than worrying about a war in Crimea.

Even so, joint bookrunners HSBC and UBS took no precautions, inviting a few investors to look at the deal before launch, which gave ASM the confidence to hit the market with a yield of between 1.75% and 2.25%, and a conversion premium of 30% to 40%.

Despite the strong demand, a source familiar with the deal said that ASM chose to leave some value on the table, eventually pricing in the middle of that range with a 2% coupon and a 35% premium.

The deal’s reference share price is HK$72.75 and conversion is triggered at HK$98.21. Assuming a credit spread of 400bp over Libor, the deal came with a bond floor of 91.8% and an implied volatility of roughly 27%, compared to 100-day historic volatility of 37%.

Russian leader Vladimir Putin also helped ASM’s marketing effort on Tuesday by stopping short of declaring war on Ukraine just before the books opened at 5pm in Hong Kong. Indeed, the company attracted “one of the strongest books in recent years”, according to the source, who said that investors had covered the deal within 15 minutes of it opening and eventually covered the book more than nine times.

Roughly $500 million of stock was available to borrow at 50bp, according to one CB banker, which helped hedge funds come into the deal.

As sole ratings adviser, HSBC had encouraged the company to get a credit rating (which is not typically necessary for a CB deal) to forestall any haggling over the appropriate credit spread and to allow investors to focus on ASM’s equity story. That resulted in a BB+ rating from Standard & Poor’s.

ASM makes machines, tools and materials used in the semiconductor industry and is raising the money to finance its acquisition of DEK, a subsidiary of US manufacturer Dover that specialises in screen printing technology used to mount components on circuit boards. ASM agreed to buy the company for $170 million on December 3 last year, plus a contingency payment of up to $30 million.

The remaining funds will be used for general corporate purposes.

One CB banker said that investors have recently been asking about issuance from the semiconductor sector, amid improving sentiment towards solar power and continued interest in light-emitting diodes.

More than 150 accounts ended up taking part in the deal, with a roughly equal split between hedge funds and outright investors.

In March 2013, the Dutch parent company of ASM sold a 12% stake in the Hong Kong subsidiary through a block trade, raising HK$4.27 billion. The deal, which was well received and upsized in full, came after the parent company, Amsterdam- and Nasdaq-listed ASM International, appointed two financial advisers (HSBC and Morgan Stanley) to look into how to reduce the valuation gap between the front-end part of its business, which is operated by ASM Pacific, and the back-end part, which is operated by an unlisted subsidiary.

¬ Haymarket Media Limited. All rights reserved.