Perfect Corp. to go private in $2-a-share deal with 48% premium

Perfect Corp. agreed to a going-private merger that values the AI beauty-tech company at a 48% premium to its pre-announcement price.

Perfect Corp. (NYSE: PERF) entered into a definitive merger agreement Monday with ProjectNY, a Cayman Islands entity controlled by founder and Chairwoman Alice H. Chang, under which shareholders will receive $2.00 per share in cash — a 48.1% premium to the stock's closing price on March 17, the last trading day before the company disclosed it had received a preliminary going-private proposal. The premium stands at 39.6% relative to the 30-day volume-weighted average closing price before that announcement.

"The Special Committee, with the assistance of its independent financial and legal advisors, negotiated the terms of the merger agreement and unanimously determined that the transaction is in the best interests of the company and its shareholders," the company said in a statement, citing the unanimous recommendation of the Special Committee of independent and disinterested directors. The full board approved the deal on the committee's recommendation.

The merger consideration values the company at roughly $2.00 per share, funded through available cash held by Perfect Corp. and its subsidiaries. Chairwoman Parties and CyberLink International Technology Corp., which together control approximately 53.4% of the company's issued shares and 81.2% of its voting power, have entered into voting and support agreements to approve the transaction. Their shares will not be cancelled and will remain outstanding as ordinary shares of the surviving private company.

The deal is expected to close during the last quarter of 2026, subject to approval by at least two-thirds of votes cast by shareholders at an extraordinary general meeting, as well as other customary closing conditions. Upon completion, Perfect Corp.'s Class A ordinary shares will be delisted from the New York Stock Exchange and its securities will be deregistered under the Securities Exchange Act of 1934. The transaction marks the latest in a series of going-private moves by AI-focused companies that went public during the 2021 SPAC boom, as public market valuations have compressed relative to the growth narratives that drove their listings.

Kroll LLC served as financial advisor to the Special Committee, with DLA Piper UK LLP as international legal counsel. Sullivan & Cromwell LLP advised Merger Sub, the Chairwoman Parties and CyberLink, while Maples and Calder (Hong Kong) LLP provided Cayman Islands legal counsel.

Founded in 2015, Perfect Corp. develops AI and augmented reality solutions for the beauty, fashion and photo-video industries, operating the YouCam suite of consumer apps and enterprise tools for virtual try-ons and AI-powered skin diagnostics. The company went public via a merger with a special-purpose acquisition company in 2022.

This article is for informational purposes only and does not constitute investment advice.