HONG KONG — It is either the first step in the largest takeover of an American company by a Chinese one or a new chapter in the emerging technological cold war between the two countries.
[ by Paul Mozur and Quentin Hardy | July 14, 2015 | NY Times ]
Tsinghua Unigroup, a state-owned company that is China’s top chip maker, is preparing a $23 billion bid for Micron Technology, the United States maker of memory chips, according to a person briefed on the matter. The bid would dwarf the price of the closest such deal, the $4.7 billion paid by Shuanghui International Holdings of China to take over the American pork producer Smithfield Foods in 2013.
Yet obstacles abound to any takeover of Micron by Tsinghua Unigroup. In a report released on Tuesday, Credit Suisse said the deal was “highly unlikely to get past U.S. regulators who are increasingly viewing semiconductors as a strategic industry.” Credit Suisse said a trade war was brewing between the United States and China over the production of chips, which serve as the brains of the billions of computers, phones and other devices.
The political difficulties that could hurt any deal highlight a growing wariness by both China and the United States of technology produced by the other, and illustrate how critical to security even ordinary electronics have become.
Memory chips are where data resides in between computational tasks. While Micron is best known for bulk memory products that go into mobile phones and personal computers, the company, based in Boise, Idaho, also contributes to advanced systems for global data centers, high-performance computing and flash memory, considered essential for speedy analysis of tasks as varied as placing web ads and maintaining jet engines.
Micron sells chips with wires just 16 nanometers across, which is near the smallest width now commercially available and would probably be considered a leading-edge process technology by United States regulators. Micron is the last United States-based maker of such memory chips, with facilities in the United States and across Asia, but relatively little production in China. The loss of the ability to make advanced memory chips could even affect American security, according to some analysts.
Top 10 China-U.S. Acquisitions
A plan to bid for Micron Technology would be the largest takeover of an American company by a Chinese one.
|RANK||ACQUIRER IN CHINA||TARGET IN THE UNITED STATES||DATE||TARGET’S INDUSTRY||DEAL VALUE, IN BILLIONS|
|1||Tsinghua Unigroup *||Micron Technology||2015||Microchips||$23|
|2||Shuanghui Int’l||Smithfield Foods||2013||Pork||$4.8|
|3||Dalian Wanda||AMC Entertainment||2012||Motion Pictures||$2.6|
|4||SIPC||Devon Energy assets||2012||Oil & Gas||$2.5|
|5||Anbang Insurance||Waldorf Astoria||2014||Hotels||$2.0|
|6||Investment group **||OmniVision Technologies||2014||Semiconductors||$1.8|
|7||Sinochem Petroleum USA||Pioneer Natural Resources assets||2013||Oil & Gas||$1.7|
|9||Lenovo||IBM (personal computing)||2004||Computers||$1.3|
When reached over the phone for comment, Tsinghua Unigroup’s chairman, Zhao Weiguo, said, “I can only say we are interested in working with Micron.”
“Micron does not comment on rumor or speculation,” a company spokesman, Daniel Francisco, wrote in an email.
Another problem could be the size of the bid. Nam Hyung Kim, a memory analyst at the research group Arete, said it was too low and could indicate that the Chinese company was simply feeling out prices for companies that produce chips and memory. Micron was worth more than $23 billion just a few weeks ago, and about $35 billion late last year. The stock has been under pressure, partly from low consumer demand for PCs ahead of the release of Microsoft’s new Windows operating system this month.
“I’m not sure they are even serious” about the price, he said.
“Yesterday a major shareholder said the company should be worth more than $40 billion,” Mr. Kim said, referring to a note distributed on Monday by David Einhorn, the activist investor who heads Greenlight Capital and has built up a stake in Micron. “Given that, and the fact that Micron has good technology with a strong fundamental outlook, the price is way too low for them to even consider, from my view.”
Simply by proposing a deal, Tsinghua Unigroup stands to gain status. Last September, Intel invested $1.5 billion in the company. Making Intel-type chips does not help Tsinghua much in manufacturing memory chips, which would require different, or vastly retooled, facilities.
If a deal was rejected by American regulators, it would enable Beijing to claim that United States policies are restrictive to Chinese investment — undercutting complaints by the United States about blocks against American technology companies’ operations in China.
Willy C. Shih, a professor of technology and operations management at Harvard Business School, said an acquisition would save China years in catching up with industry leaders, like Samsung.
“The question is, if you’re China and you want to have this capability, one of the ways to do it is to buy it,” Mr. Shih said. “Tsinghua Unigroup has the cash because it’s basically government money, so that’s one way to do it.”
Ye Ming, a spokesman for Tsinghua Unigroup, said on Tuesday that the company had no official announcement. The news was first reported by The Wall Street Journal.
If it materializes, the plan would be the strongest indication yet of the aggressiveness with which Beijing is pushing to build China’s semiconductor industry. Partly because of export restrictions on the sophisticated tools and machines required to produce semiconductors, China’s companies have lagged behind the global leaders. In 2013, China imported $232 billion of semiconductor materials, more than it spent on petroleum.
To address the imbalance, Beijing has vowed to spend big. Vice Premier Ma Kai heads a group with the task of making China’s chip industry a global leader by 2030, and he is equipped with about $170 billion in government money to spend over the next decade, according to a report last year by McKinsey & Company.
The push has also raised security concerns. Leaks by the former National Security Agency contractor Edward J. Snowden revealed how the United States used hardware produced outside China to snoop on the Chinese. On the other side, the United States government expressed consternation that chips imported from China and placed in military equipment could open it to hacking.
Over the last two years, Tsinghua Unigroup has emerged as a leader in China’s semiconductor effort. As a subsidiary of Tsinghua Holdings, which controls companies spun off from China’s top universities, it is closely connected to the government. Tsinghua Holdings once counted the son of Hu Jintao, the former Chinese president, as its party secretary, a position responsible for communicating and cooperating with the Chinese Communist Party.
All of that means the bid for Micron is likely to stir up scrutiny from American regulators, and in particular could prompt a review by the Committee on Foreign Investment in the United States, which reviews company acquisitions that could pose a threat to American security. Even though the technology is not directly related to the military, the deal might receive scrutiny because it would effectively eliminate the last major American company to make memory chips.
“I think the U.S. should be concerned,” said Mr. Shih, the Harvard professor. “One could say that maybe the Chinese want to keep Micron in Idaho. If they buy them, they’ll likely be wanting to move the tech to China. So to me it just represents the loss of another U.S. capability.”
The huge bid is also unusually aggressive for a Chinese state-run company, and analysts say it may shine a spotlight on how China uses a state-backed industrial policy to increase the technological capabilities of its companies.
In September, President Xi Jinping, who has taken a personal interest in digital security by acting as chairman of a crucial Communist Party group planning policy on the matter, will visit the United States. The visit will be his first as the Chinese leader.
Paul Mozur reported from Hong Kong and Quentin Hardy from San Francisco.