Glass Lewis Tells Hollysys Shareholders to Reject $1.7 Billion Offer

Manuel Baigorri
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(Bloomberg) -- Glass, Lewis & Co. recommended shareholders of Beijing-based Hollysys Automation Technologies Ltd. to vote against a $1.66 billion takeover proposal by private equity firm Ascendent Capital Partners Ltd.

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Hollysys could fetch “potentially materially greater value” from other bidders, so shareholders should reject the offer from Hong Kong-based Ascendent, Glass Lewis said in a Jan. 25 report seen by Bloomberg News. In December, Hollysys agreed to be acquired by Ascendent, which already owns 13.7% of the US-listed company, for $26.50 a share in cash. Its board unanimously endorsed the offer.

There is “vanishingly small cause” for shareholders to endorse the Ascendent deal, Glass Lewis said in the report, citing a potentially “flawed, low accountability process” that could be engineered at a disadvantage to investors. Hollysys shareholders are scheduled to vote on the Ascendent deal on Feb. 8.

A representative for Glass Lewis didn’t immediately respond to a request seeking comment outside of business hours.

Hollysys closed at $25.35 Thursday and has risen about 33% over the past 12 months.

Founded in 1993, Hollysys provides integrated solutions for industrial automation and rail transport, according to its website. It has worked on projects in sectors including power, petrochemicals, transport and health care.

Hollysys has attracted and fended off several takeover bids since the end of 2020. In August, a Recco Control Technology-led group reaffirmed an approach with a $1.6 billion offer, prompting Hollysys to set up a special committee and kick off a formal sale process. The consortium followed up with a $26.50-a-share bid in November, a price that Ascendent matched.

Last month, Dazheng Group led an improved offer to acquire Hollysys for $29 a share, or about $1.8 billion, seeking to thwart the sale to Ascendent. The buyer group also includes TFI Asset Management and GA Technologies. Hollysys earlier this month revealed that it received a $30 per share non-binding bid from a group of three investors identified as “Party C Consortium” in December.

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