U Media Acquisition

On January 21, 2026, LITEON’s (TWSE 2301) board resolved to extend a tender offer to all the shareholders of U Media Communication (TPEX 6470) to buy at least 20% (but up to 100%) of U Media’s shares at NT$54 per share. According to LITEON’s exchange announcement, the price represented a 19.1% premium over U Media’s trading price as of January 21, 2026.

The tender offer period expired on March 12, 2026, with LITEON reporting that it had successfully acquired approx. 40% of U Media. LITEON reported that they did not own any shares in U Media prior to the start of the tender offer.

Through the prospectus, it was disclosed that U Media’s Chairman signed an undertaking to sell all of his shares (2,899,765 shares) as part of the tender offer, thereby personally guarantying that LITEON would have some support to reach the 20% minimum (7,538,820 shares).

Due to this, the Chairman recused himself from U Media’s Board deliberation on whether to support LITEON’s tender offer. The Board and the Audit Committee found LITEON’s proposal to be fair, considering a fair value between NT$51.23 to 56.88.

Interestingly, several other U Media Board members eventually sold their shares (1 director and 1 independent director) in the tender offer, but neither recused themselves from their respective deliberation in the Board meeting or the Audit Committee meeting. The difference lies in the fact that no formal contract or undertaking was entered into with LITEON.