Wingtech rejects Nexperia restructuring, cites ‘discrimination’ towards Chinese investors

Shanghai-listed Wingtech Technology has rejected a restructuring proposal for Dutch chipmaker Nexperia, labeling the plan as an "expropriation" motivated by discrimination against Chinese investors. The ongoing disagreement has escalated following a year-long dispute between the two parties and a looming delisting deadline for Wingtech in its home market.

Wingtech's statement on Tuesday revealed that the court-appointed administrators overseeing Nexperia presented a "two circles" proposal, which would see Wingtech maintain control over Nexperia's Chinese operations while an external investor gains control of its global business, effectively reducing Wingtech to a minority shareholder abroad.

Wingtech claims the administrators' objective has been to strip the Chinese company of its lawful investment rights in Nexperia due to prejudice against Chinese investors, stating that they never "seriously" contemplated any plan allowing Wingtech to regain control. The dispute has morphed into a legal battle with both sides suing each other in their respective jurisdictions.

In the Netherlands, Nexperia filed a €2 billion lawsuit against Wingtech, founder Zhang Xuezheng, and Nexperia's Chinese subsidiaries, alleging damages from the breakaway of Nexperia's China operations and the establishment of a separate supply chain. Wingtech has counter-sued in the Dongguan Intermediate People's Court, seeking 8 billion yuan (US$1.2 billion) in damages.

In a move to prevent Nexperia's Dutch entities and three executives from selling, transferring, or pledging company shares, intellectual property, or assets, the Dongguan court issued a ruling on Monday. Nexperia is reviewing the ruling. The conflict began in September when the Dutch government took control of the semiconductor manufacturer over national security concerns, placing Wingtech in financial and regulatory jeopardy.

In April, Wingtech's auditors issued a disclaimer of opinion due to restrictions on verifying Nexperia's overseas financial records, leading the Shanghai Stock Exchange to issue a delisting risk warning in May. If the audit issue remains unresolved by April 2027, Wingtech will be delisted under the exchange's listing rules, triggering a diplomatic rift between China and the Netherlands.