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Tower Semiconductor and Nuvoton Technology Corporation Japan Announce Strategic Business Restructuring of TPSCo

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Tower Semiconductor (NASDAQ/TASE: TSEM) and Nuvoton announced a strategic restructuring of TPSCo effective upon closing, expected April 1, 2027, subject to customary conditions and regulatory approvals. Tower will acquire full ownership and control of TPSCo's 12‑inch fab and foundry business. NTCJ will acquire TPSCo's 8‑inch fab and foundry business and pay $25 million to Tower on closing. The parties will provide reciprocal production services and aim to maintain continuity of customer engagements, operations, development programs and employee stability across both facilities.

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Positive

  • Tower gains full operational control of a 12‑inch fab, strengthening manufacturing capacity
  • NTCJ acquires the 8‑inch fab with a defined $25 million consideration on closing
  • Reciprocal production services aim to preserve customer engagements and ongoing operations

Negative

  • Transaction subject to customary closing conditions and regulatory approvals, creating timing risk
  • Closing not immediate; expected April 1, 2027, exposing integration timeline uncertainty

News Market Reaction – TSEM

+4.38%
46 alerts
+4.38% News Effect
+3.7% Peak Tracked
-8.4% Trough Tracked
+$891M Valuation Impact
$21.24B Market Cap
0.7x Rel. Volume

On the day this news was published, TSEM gained 4.38%, reflecting a moderate positive market reaction. Argus tracked a peak move of +3.7% during that session. Argus tracked a trough of -8.4% from its starting point during tracking. Our momentum scanner triggered 46 alerts that day, indicating elevated trading interest and price volatility. This price movement added approximately $891M to the company's valuation, bringing the market cap to $21.24B at that time.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

TPSCo ownership Tower: 51% TPSCo ownership NTCJ: 49% Consideration payment: $25 million +3 more
6 metrics
TPSCo ownership Tower 51% Tower equity interest in TPSCo before restructuring
TPSCo ownership NTCJ 49% NTCJ equity interest in TPSCo before restructuring
Consideration payment $25 million Payment by NTCJ to Tower at closing
12-inch fab 12-inch facility TPSCo fabrication facility in Uozu, Japan
8-inch fab 8-inch facility TPSCo fabrication facility in Tonami, Japan
Expected closing date April 1, 2027 Planned closing of TPSCo restructuring transaction

Market Reality Check

Price: $174.68 Vol: Volume 4,422,592 vs 20-da...
normal vol
$174.68 Last Close
Volume Volume 4,422,592 vs 20-day average 3,086,570 (relative volume 1.43). normal
Technical Trading 1.19% below 52-week high of 183 and above 200-day MA at 88.24.

Peers on Argus

TSEM gained 5.05% with several peers also positive: LSCC 8.17%, SITM 4.75%, MTSI...

TSEM gained 5.05% with several peers also positive: LSCC 8.17%, SITM 4.75%, MTSI 4.25%, SMTC 3.86%, QRVO 1.44%, indicating broader semiconductor strength alongside company-specific restructuring news.

Historical Context

5 past events · Latest: Mar 23 (Positive)
Pattern 5 events
Date Event Sentiment Move Catalyst
Mar 23 SiPho data demo Positive +5.2% 400 Gbps/lane silicon photonics demo with Coherent for 3.2T transceivers.
Mar 17 Power platform launch Positive -0.4% Gen3 BCD LDMOS power platform announcement for AI data center demands.
Mar 16 AI networking pact Positive +11.1% Collaboration with Oriole on nanosecond optical circuit switching for AI.
Mar 04 Conference participation Positive -1.6% OFC 2026 participation highlighting silicon photonics roadmap and solutions.
Feb 25 Salience partnership Positive -0.0% Partnership with Salience Labs to manufacture PIC-based optical circuit switches.
Pattern Detected

Recent technology and partnership news has often produced mixed reactions, with both strong rallies and modest pullbacks.

Recent Company History

Over the last month, Tower Semiconductor has reported multiple developments centered on silicon photonics and AI data‑center infrastructure. On Feb 25 and Mar 16, partnerships with Salience Labs and Oriole targeted optical circuit switching and AI networking. A Mar 23 demo with Coherent showcased 400 Gbps per lane transmission in a production SiPho process. These followed OFC 2026 participation and power-management platform news. Today’s TPSCo restructuring fits into this broader push to refine manufacturing assets and support growing AI and photonics demand.

Market Pulse Summary

This announcement outlines a restructuring in which Tower gains full ownership of TPSCo’s 12‑inch fa...
Analysis

This announcement outlines a restructuring in which Tower gains full ownership of TPSCo’s 12‑inch fab and receives a $25 million payment while Nuvoton’s subsidiary assumes full control of the 8‑inch business. The move is framed as aligning assets with long‑term strategy and competitiveness. In the context of recent AI and silicon photonics collaborations, investors may watch execution around the April 1, 2027 closing, operational continuity, and customer transitions across both facilities.

AI-generated analysis. Not financial advice.

Migdal HaEmek, Israel and Kyoto, Japan, March 25, 2026Tower Semiconductor (NASDAQ/TASE: TSEM, herein “Tower”), a leading foundry of high‑value analog semiconductor solutions, and Nuvoton Technology Corporation (TSE:4919, herein “Nuvoton”), a leading semiconductor solutions provider, today announced that Nuvoton Technology Corporation Japan (NTCJ), a wholly owned subsidiary of Nuvoton, together with Tower and Tower Partners Semiconductor Co., Ltd. (TPSCo), have entered into a framework agreement to implement a strategic restructuring of TPSCo’s business operations.

TPSCo, headquartered in Japan, is a Japanese corporation in which Tower holds a 51% equity interest and NTCJ holds the remaining 49% equity interest. TPSCo provides wafer processing and assembly services and currently operates a 12‑inch fabrication facility in Uozu, Japan, and an 8‑inch fabrication facility in Tonami, Japan.

Under the framework agreement, upon closing of the transaction, Tower will gain full ownership and operational control of TPSCo’s 12‑inch fab and foundry business, while TPSCo’s 8‑inch fab and foundry business will remain within TPSCo, which will become a wholly owned subsidiary of NTCJ, for consideration of $25 million payment by NTCJ to Tower on the closing date. The companies will work collaboratively to ensure continuity without interruption of customer engagements, ongoing operations and development programs, as well as employee stability, across both facilities. In addition, each party will provide production services to the other party that currently fabricates products at the other party’s facility, for its customers, among other services to enable the business of each separate facility.

This strategic restructuring is intended to better align each company’s assets with its respective long‑term business strategy, enhance operational focus, and strengthen global competitiveness in response to evolving market and customer requirements.

The transaction is expected to close on April 1, 2027, subject to the satisfaction of customary closing conditions and receipt of applicable regulatory approvals.

About Tower Semiconductor         
Tower Semiconductor Ltd. (NASDAQ/TASE: TSEM), the leading foundry of high-value analog semiconductor solutions, provides technology, development, and process platforms for its customers in growing markets such as consumer, industrial, automotive, mobile, infrastructure, medical and aerospace and defense. Tower Semiconductor focuses on creating a positive and sustainable impact on the world through long-term partnerships and its advanced and innovative analog technology offering, comprised of a broad range of customizable process platforms such as SiGe, BiCMOS, mixed-signal/CMOS, RF CMOS, CMOS image sensor, non-imaging sensors, displays, integrated power management (BCD and 700V), photonics, and MEMS. Tower Semiconductor also provides world-class design enablement for a quick and accurate design cycle as well as process transfer services including development, transfer, and optimization, to IDMs and fabless companies. To provide multi-fab sourcing and extended capacity for its customers, Tower Semiconductor owns one operating facility in Israel (200mm), two in the U.S. (200mm), two in Japan (200mm and 300mm) which it owns through its 51% holdings in TPSCo, and shares a 300mm facility in Agrate, Italy with STMicroelectronics. For more information, please visit: www.towersemi.com.

Safe Harbor Regarding Forward-Looking Statements
This press release includes forward-looking statements, which are subject to risks and uncertainties. Actual results may vary from those projected or implied by such forward-looking statements. A complete discussion of risks and uncertainties that may affect the accuracy of forward-looking statements included in this press release or which may otherwise affect Tower’s business is included under the heading “Risk Factors” in Tower’s most recent filings on Forms 20-F, F-3, F-4 and 6-K, as were filed with the Securities and Exchange Commission (the “SEC”) and the Israel Securities Authority. Tower does not intend to update, and expressly disclaim any obligation to update, the information contained in this release. 

About Nuvoton
Nuvoton Technology Corporation (Nuvoton) was founded to bring innovative semiconductor solutions to the market. Nuvoton was spun-off as a Winbond Electronics affiliate in July 2008 and went public in September 2010 on the Taiwan Stock Exchange (TWSE). Nuvoton focuses on the developments of microcontroller/audio, cloud security, battery monitoring, component, visual sensing and IoT with security ICs and has strong market share in Industrial, Automotive, Communication, Consumer and Computer markets. Nuvoton owns 6-inch wafer fabs equipped with diversified processing technologies to provide professional wafer foundry services. Nuvoton provides products with a high performance/cost ratio for its customers by leveraging flexible technology, advanced design capability, and integration of digital and analog technologies. Nuvoton values long term relationships with its partners and customers and is dedicated to continuous innovation of its products, processes, and services. Nuvoton has established subsidiaries in the USA, China, Israel, India, Singapore, Korea, Japan and Germany to strengthen regional customer support and global management. For more information, please visit http://www.nuvoton.com
* Note: Nuvoton is a registered trademark of Nuvoton Technology Corporation (Nuvoton Technology Corp.), rights and other trademarks and other writings referred to herein, are the property of their original owners.

Forward-Looking Statements
Certain of the statements in this release regarding the framework agreement with respect to TPSCo, including the expected closing of the transactions contemplated by the framework agreement and the expected timing thereof are forward-looking statements. Forward-looking statements are made based on Nuvoton management’s expectations and beliefs concerning future events affecting Nuvoton and are subject to uncertainties such as obtaining regulatory approvals and the timing thereof, all of which are difficult to predict and many of which are beyond Nuvoton’s control. Accordingly, actual results and events may vary materially from those indicated in forward-looking statements, and you should not rely on forward-looking statements as predictions of future results or events. Any forward-looking statements speak only as of the date of this release. Nuvoton assumes no obligation to update forward-looking statements to reflect changes in assumptions or changes in other factors affecting forward-looking information, except to the extent required by applicable securities laws. If Nuvoton does update one or more forward-looking statements, no inference should be drawn that Nuvoton will make additional updates with respect to those or other forward-looking statements.

Tower Semiconductor Company Contact: Orit Shahar | +972-74-7377440 | oritsha@towersemi.com
Tower Semiconductor Investor Relations Contact: Liat Avraham | +972-4-6506154 | liatavra@towersemi.com

Nuvoton Spokesperson: Hsiu-Fen Lai Vice President | Email: HFLai@nuvoton.com | Tel: +886-3-5770066 ext. 32013
Nuvoton News Contact: Hao C. Huang | Email: CHHuang23@nuvoton.com | Tel: +886-3-5770066 ext.22017

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FAQ

What will Tower Semiconductor (TSEM) acquire in the TPSCo restructuring announced March 25, 2026?

Tower will acquire full ownership and operational control of TPSCo's 12‑inch fab and foundry business. According to the company, this transfer centralizes Tower's 12‑inch manufacturing in Uozu and preserves customer engagements and employee stability across facilities.

How much will Nuvoton's NTCJ pay for TPSCo's 8‑inch fab in the March 25, 2026 agreement?

NTCJ will pay $25 million to Tower on the closing date for the 8‑inch fab and foundry business. According to the company, TPSCo will become a wholly owned subsidiary of NTCJ, keeping the Tonami 8‑inch operations intact.

When is the TPSCo restructuring between Tower (TSEM) and Nuvoton expected to close?

The transaction is expected to close on April 1, 2027, subject to customary conditions and approvals. According to the company, closing depends on satisfying closing conditions and receiving applicable regulatory approvals before that date.

Will customers and employees be affected by the TPSCo business restructuring involving TSEM and Nuvoton?

The companies say they will work to ensure continuity without interruption of customer engagements and employee stability. According to the company, reciprocal production services are planned to maintain ongoing operations and development programs across both fabs.

Which facilities are involved in the TPSCo restructuring announced March 25, 2026?

The restructuring covers a 12‑inch fabrication facility in Uozu and an 8‑inch fabrication facility in Tonami, Japan. According to the company, the 12‑inch business moves to Tower while the 8‑inch business remains with NTCJ‑owned TPSCo.

What strategic rationale did Tower and Nuvoton give for the TPSCo restructuring (TSEM) on March 25, 2026?

The restructuring is intended to align assets with long‑term strategy, enhance operational focus, and strengthen competitiveness. According to the company, the move responds to evolving market and customer requirements for foundry specialization.
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