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Taiwan Mobile (3045) announced that its wholly owned subsidiary, Taiwan Telecommunication Network Co., Ltd. (TTN), began a tender offer for common shares of SYSTEX Corporation (6214) on Aug. 18. On Aug. 27, SYSTEX completed the review by its tender offer review committee in accordance with regulations and announced the review results. The committee examined the identity and financial condition of the tender offeror, the fairness of the tender offer terms, and the reasonableness of the source of funding. Independent experts were also engaged to provide opinions, concluding that the terms of the tender offer are fair and that the source of funds is reasonable.
Based on the review committee’s findings, SYSTEX’s board of directors resolved to endorse the committee’s conclusions, determining that the tender offer terms are fair and reasonable. The board recommended that shareholders carefully review the tender offer prospectus and decide whether to tender their shares based on their individual investment needs. Including SYSTEX Chairman Frank Lin, two directors and five major shareholders who have previously signed share tender commitments, the tender offer has received support from the review committee, the board of directors and major shareholders. The tender offer is subject to the fulfillment of conditions including valid tenders of 106,174,796 shares, representing approximately 39% of SYSTEX’s issued shares, and approval by the Fair Trade Commission for the business combination. The tender offer period will run through 3:30 p.m. on Oct. 6.
SYSTEX Chairman Lin said the company’s six major financial indicators for the first half of 2026 all reached record highs for the same period, while enterprise AI applications are also moving from models into real-world business operations. SYSTEX and Taiwan Mobile have established a foundation for collaboration in enterprise services, AI and overseas markets over the past two years. He said the company supports deepening the strategic alliance through the tender offer, combining Taiwan Mobile’s computing power, high-speed networks, and AI capabilities with SYSTEX’s enterprise IT, systems integration, and industry expertise to expand their enterprise services and presence in Asian markets and create long-term value for customers, employees, and shareholders.
Taiwan Mobile President Jamie Lin said enterprise AI transformation is approaching a period of rapid growth, and a deep strategic alliance between Taiwan Mobile’s communications technology (CT) capabilities and SYSTEX’s IT expertise can provide the comprehensive ICT integration solutions required for AI transformation, enabling both companies to capture greater business opportunities. Since Taiwan Mobile invested in SYSTEX in 2024, the strategic partnership has delivered tangible results. Once the tender offer is completed, the companies will accelerate three major synergies — cross-selling, AI, and regional expansion — with combined enterprise services revenue expected to reach NT$100 billion within as little as three years, while the information services market share is targeted to double within six years.
Cross-Selling, AI, and Regional Expansion to Build on Existing Synergies
Over the past two years, Taiwan Mobile and SYSTEX have jointly launched nearly 50 enterprise solutions, generating synergies worth billions of New Taiwan dollars, while the number of completed projects has increased more than tenfold year on year. Under the “cross-selling” strategy, the companies will further expand cross-selling and joint business development opportunities between CT and IT services. In “AI,” the 25MW TAIDC01 facility, once operational, will support SYSTEX’s Ai4iA enterprise AI business, combining the two companies’ capabilities in computing power, software, data and systems integration. Under “regional expansion,” the companies will integrate their existing overseas resources and extend AI and ICT service models validated in Taiwan to markets in North and Southeast Asia.
Three Key Benefits for Shareholders: Premium, Diversification, and Liquidity
Under the “premium” component, each SYSTEX share tendered can be exchanged for NT$92.5 in cash and 0.84 Taiwan Mobile common shares. Based on Taiwan Mobile’s closing price of NT$115.5 on Aug. 27, the implied offer value is approximately NT$189.5 per SYSTEX share. Compared with SYSTEX’s closing price of NT$182.5 on Aug. 27, the tender offer still represents a premium of more than NT$7 per share. Compared with SYSTEX’s average closing prices over the 60-day and 120-day periods prior to the Aug. 12 announcement, the premiums are 36.1% and 48.6%, respectively.
Under the “diversification” component, SYSTEX shareholders who tender their shares can receive Taiwan Mobile shares. Taiwan Mobile reported earnings per share (EPS) of NT$3.32 for the first seven months of the year, up 23% year on year and remaining the highest among Taiwan’s telecommunications companies, and has raised its full-year earnings outlook. By holding Taiwan Mobile shares, shareholders can participate in the growth of three listed companies — Taiwan Mobile, momo.com Inc. (Fubon e-Commerce), and, upon fulfillment of the tender offer conditions, SYSTEX. Under the “liquidity” component, Taiwan Mobile shares have relatively higher market liquidity, providing greater flexibility for subsequent asset allocation.
Tender Offer Remains Open Through 3:30 p.m. on Oct. 6
The minimum number of shares to be acquired in the tender offer is 106,174,796 shares, representing approximately 39% of SYSTEX’s issued shares, while the maximum number is 157,900,979 shares, representing approximately 58%. All shareholders holding SYSTEX common shares, regardless of the number of shares held, may participate in the tender offer by Oct. 6. Shareholders may tender their shares through an in-person or telephone request at a branch of their securities brokerage firm, through the broker’s app under “TDCC Operations — Tender Offer Deposit,” or through the broker’s website. Foreign investors should contact their custodian banks. The actual procedures and processing hours may vary among securities brokers and custodian banks.
Only shares that have been deposited with the Taiwan Depository & Clearing Corporation (TDCC) will be accepted for the tender offer. Holders of physical SYSTEX share certificates must first complete the conversion to book-entry shares and deposit them with the TDCC before tendering. Shares purchased through margin financing must be repaid before they can be tendered. If the number of validly tendered shares exceeds the maximum number of shares to be acquired, shares will be allocated on a pro rata basis to the nearest whole share, with any untendered portion returned to shareholders. The delivery of the stock consideration, treatment of fractional shares, taxes, and fees, and settlement schedule will be governed by the official announcement and tender offer prospectus. For inquiries, contact Yuanta Securities, the appointed institution, at (02) 2586-5859.
The official website for the tender offer by Taiwan Mobile’s wholly owned subsidiary Taiwan Telecommunication Network Co., Ltd. for SYSTEX Corporation is available at the following link: Tender Offer Website
