On Oct. 21, the Fair Trade Commission (FTC) decided not to prohibit the proposed business combination involving Systex Corp. (TWSE: 6214), marking a key milestone in the tender offer for Systex common shares by Taiwan Telecommunication Network Services Co., a wholly owned subsidiary of Taiwan Mobile Co. (TWSE: 3045).
The offer still needs to meet the minimum acceptance threshold of 106,174,796 shares, representing approximately 39% of Systex's issued shares. The maximum number of shares sought is 157,900,979, or approximately 58%. Systex shareholders may tender their shares by 3:30 p.m. on Nov. 5, with all other offer terms remaining unchanged.
Taiwan Mobile welcomed the FTC's decision and thanked the commission for completing its review. With the regulatory decision now confirmed and the tender offer period extended to Nov. 5, Systex shareholders have more time and clearer information to evaluate the offer, the company said.
Since launching their strategic cooperation in 2024, Taiwan Mobile and Systex have jointly introduced nearly 50 enterprise solutions, with the number of projects secured growing more than tenfold year over year.
If the tender offer conditions are met, the two companies plan to deepen their strategic alliance and pursue three key synergies: cross-selling, artificial intelligence (AI), and regional expansion.
For cross-selling, the companies will combine Taiwan Mobile's enterprise customer base with Systex's IT services capabilities to jointly develop business opportunities in AI, cloud computing, cybersecurity, and integrated communications technology (ICT).
In AI, Taiwan Mobile's high-speed network and computing resources at its Taiwan AI Data Center (TAIDC) will be integrated with Systex's software, systems integration expertise and industry know-how to accelerate the adoption of AI applications by enterprises.
For regional expansion, the companies plan to leverage Systex's more than 50 operating locations in Japan and Southeast Asia to bring AI and ICT solutions proven in Taiwan to overseas markets.
Following a deeper alliance, the companies aim to grow their combined enterprise services revenue to NT$100 billion within three years at the earliest and double their share of the IT services market within six years.
The tender offer also offers Systex shareholders three potential benefits: a premium valuation, greater investment diversification, and improved liquidity.
Under the offer, each Systex common share tendered will be exchanged for NT$92.5 in cash and 0.84 Taiwan Mobile common shares. Based on Taiwan Mobile's closing price of NT$130.5 on Oct. 21, the implied value is NT$202.12 per Systex share, a premium of approximately 9.56%, or NT$17.64, over the original offer value of NT$184.5 announced on Aug. 12.
Regarding investment diversification, shareholders who tender their Systex shares can receive Taiwan Mobile stock and participate in the growth of its core telecommunications, enterprise services, and new technology businesses, as well as that of momo.com Inc. Following completion of the tender offer, shareholders holding Taiwan Mobile shares would also retain exposure to Systex's growth and the long-term value created by the companies' strategic partnership.
In terms of liquidity, Taiwan Mobile shares have higher market liquidity, giving shareholders greater flexibility and more options for future portfolio allocation.