Notice: SMIC Clears Final Regulatory Hurdle for US$6 Billion Takeover of Beijing Foundry Unit SMNC
China's largest wafer foundry SMIC won securities regulator approval to issue 547.2 million A-shares for the remaining 49 per cent stake in its Beijing unit SMNC, valuing the stake at 40.6 billion yuan (US$5.97 billion). Upon completion, SMNC becomes a wholly owned subsidiary in what could be the largest merger and restructuring deal on Shanghai's STAR Market.
Semiconductor Manufacturing International Corporation (SMIC), China's largest wafer foundry, has cleared the final regulatory hurdle for its share-based acquisition of the remaining 49 per cent stake in Semiconductor Manufacturing North China (Beijing) Corporation (SMNC), the South China Morning Post reported. The planned transaction values the 49 per cent stake at 40.6 billion yuan (US$5.97 billion), according to SMIC's registration filing, and could become the largest merger and restructuring deal on Shanghai's STAR Market.
Regulatory approval and deal terms
China's securities regulator approved SMIC's plan to issue 547.2 million A-shares to five shareholders of SMNC, according to an exchange filing published late on Thursday. The approval, valid for 12 months, allows China's biggest contract chipmaker to proceed with the share issuance and related asset purchase procedures.
- Stake acquired: the remaining 49 per cent of SMNC, a Beijing-based foundry unit
- Valuation of the stake: 40.6 billion yuan (US$5.97 billion)
- New shares: 547.2 million A-shares issued to five SMNC shareholders
- Issue price: 74.20 yuan (US$10.91) per share
- Lock-up period: 12 months for the sellers
- Approval validity: 12 months
Timeline of the transaction
- August 2025 — SMIC first disclosed the planned acquisition, opening a regulatory process that ran for nine months
- 30 December 2025 — the company announced the transaction price and the preliminary plan
- 25 February 2026 — the deal was accepted by the STAR Market
- 11 May 2026 — the transaction passed the exchange's review
- May 2026 — the securities regulator's approval marked the last step in the regulatory process
What the takeover means for SMIC
SMIC already holds 51 per cent of SMNC. Upon completion of the transaction, SMNC will become a wholly owned subsidiary of SMIC, boosting the semiconductor manufacturer's prowess and market position. The full consolidation of the Beijing foundry unit paves the way for what could become the largest merger and restructuring deal on Shanghai's STAR Market, the technology board of the Shanghai Stock Exchange.
Company details
Semiconductor Manufacturing International Corporation (SMIC) — China's largest wafer foundry and biggest contract chipmaker. Semiconductor Manufacturing North China (Beijing) Corporation (SMNC) — SMIC's Beijing-based foundry unit, 51 per cent owned by SMIC ahead of the transaction's completion. Official website: smics.com.
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