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EGM and threshold update

ams expects to hold EGM to approve EUR 1.5 billion equity issuance around end of October; lowers acceptance threshold of offer for OSRAM ...

2019/09/16

German version

(PR title cont'd) ... to 62.5% to capitalise on momentum


· ams convinced of the successful acquisition of OSRAM, reinforced by broad positive feedback received during global investor roadshow

· ams expects to hold Extraordinary General Meeting around end of October 2019 to approve EUR 1.5 billion equity issuance for partial refinancing of EUR 4.2 billion acquisition bridge facility

· ams to lower minimum acceptance threshold of the offer for OSRAM to 62.5% to achieve success sooner

 

Premstaetten, Austria (16 September 2019) -- ams (SIX: AMS), a leading worldwide supplier of high performance sensor solutions, announces that it expects to hold an extraordinary general meeting ("EGM") around the end of October 2019 to approve the equity issuance in conjunction with the all-cash takeover offer for OSRAM Licht AG ("OSRAM") published on 3 September 2019 ("Offer"). The invitation to the EGM will be published in due course, including further details on the proposed EUR 1.5 billion equity issuance to partially refinance the EUR 4.2 billion acquisition bridge facility in conjunction with the Offer.

This decision reflects the positive feedback ams has received from shareholders and investors during a global investor roadshow over the last two weeks. Based on extensive interaction with investors in Europe, the US and Asia, ams sees strong support for its strategic vision including OSRAM which is reinforcing ams’ conviction for the Offer.

Capitalising on this positive momentum, ams intends to lower the acceptance threshold of the Offer to 62.5% from the previous 70% to de-risk the Offer reflecting further analysis of OSRAM’s shareholder base, and achieve success sooner. ams continues to encourage all OSRAM shareholders to tender into the Offer. All other terms and conditions of the Offer remain unchanged and the Offer is due to expire on 1 October 2019 at midnight (CEST).