Acquisition of Neptune 6 Ltd by Siliconix Inc: notice of final order
Published 1 March 2024
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1. The National Security and Investment Act 2021 (“the Act”) gives the Secretary of State powers to assess acquisitions of control over entities and assets in, or linked to, the UK that may pose national security risks. If satisfied that a national security risk has arisen or would arise from the acquisition, the Secretary of State can make a final order imposing provisions which are necessary and proportionate to prevent, remedy or mitigate that national security risk.
2. The Secretary of State in the Cabinet Office is the decision maker for the Act.
3. The Secretary of State has made a Final Order under section 26 of the Act, which comes into force on 29 February 2024.
4. The Parties who are subject to the order are:
i. Vishay Intertechnology Inc;
ii. Siliconix Inc;
iii. Neptune 6 Ltd (which ultimately owns Nexperia Newport Ltd, which owns the “Newport site” in Wales)
5. On 8 November 2023, Siliconix & Vishay entered into a share purchase agreement with Nexperia BV to purchase 100% of the voting shares of Neptune 6. This acquisition constitutes a trigger event under section 8(2)(c) of the Act.
6. The final order allows the acquisition to complete subject to the condition that Siliconix, Vishay, or their subsidiaries must inform the Secretary of State in advance of completing any agreement to sell, transfer, grant a lease or licence to any third party which allows that third party to use any part of the Newport site.
7. The Secretary of State reasonably considers that a risk to national security would arise should sensitive intellectual property, expertise and/or other sensitive information relating to compound semiconductor design, research and development or manufacturing at the Newport site, including their dual use applications, become accessible to third parties.
8. The Secretary of State considers that the Final Order is necessary and proportionate to mitigate the risk to national security.