EANS-Adhoc: ams AG
ams announces the successful pricing of EUR 650 million and USD 400 million senior notes
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Disclosed inside information pursuant to article 17 Market Abuse Regulation
(MAR) transmitted by euro adhoc with the aim of a Europe-wide distribution.
The issuer is responsible for the content of this announcement.
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30.06.2020
Premstaetten - Premstaetten, Austria (30 June 2020) -- ams (SIX: AMS), a leading
worldwide supplier of high performance sensor solutions, announced today the
successful pricing of EUR 650 million aggregate principal amount of senior notes
due 2025 at a coupon of 6.00% per annum and of USD 400 million aggregate
principal amount of senior notes due 2025 at a coupon of 7.00% per annum
(collectively, the "Notes"), in connection with the proposed acquisition of
OSRAM Licht AG ("OSRAM").
ams intends to use the proceeds from the offering of the Notes, together with
the proceeds of the rights offering which closed on 3 April 2020, to finance the
proposed acquisition of OSRAM, finance or refinance the purchase of other OSRAM
shares, to refinance certain existing indebtedness of OSRAM and its subsidiaries
and/or ams and its subsidiaries and to pay certain fees and expenses. The
offering of the Notes is expected to close and the Notes are expected to be
issued on or around 6 July 2020.
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Important notice:
This press release is for informational purposes only and does not constitute an
offer to sell or the solicitation of an offer to buy the Notes, nor shall it
constitute an offer, solicitation or sale in any jurisdiction in which, or to
any person to whom, such offer, solicitation or sale would be unlawful. The
Notes have not been and will not be registered under the U.S. Securities Act of
1933 ("Securities Act") and may not be offered or sold within the United States
of America except pursuant to an applicable exemption from, or in a transaction
not subject to, the registration requirements of the Securities Act. There will
be no public offering of Notes in the United States of America.
This announcement does not constitute and shall not, in any circumstances,
constitute a public offering nor an invitation to the public in connection with
any offer within the meaning of European Prospectus Regulation (EU) 2017/1129
(the "Prospectus Regulation"). The offer and sale of the Notes will be made
pursuant to an exemption under the Prospectus Regulation, from the requirement
to produce a prospectus for offers of securities.
This announcement does not constitute and shall not, in any circumstances,
constitute a public offering nor an invitation to the public in connection with
any offer within the meaning of the Swiss Financial Services Act ("FinSA"). The
Notes may not be publicly offered, directly or indirectly, in Switzerland within
the meaning of the FinSA and no application has or will be made to admit the
Notes to trading on any trading venue (exchange or multilateral trading
facility) in Switzerland.
Manufacturer target market (MIFID II product governance) for the Notes is
eligible counterparties and professional clients only (all distribution
channels). No PRIIPs key information document (KID) has been prepared as not
available to retail in EEA or the United Kingdom.
This announcement is being distributed to, and is directed at, only (1) persons
who are located outside the United States and are (a) persons in Member States
of the European Economic Area who are qualified investors (as defined in the
Prospectus Regulation); (b) persons in the United Kingdom who have professional
experience in matters relating to investments who fall within the definition of
"investment professionals" in Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"); (c)
high net worth companies, and other persons to whom it may otherwise lawfully be
communicated, falling within Article 49(2)(a) to (d) of the Order; or (d)
persons to whom an invitation or inducement to engage in an investment activity
(within the meaning of Section 21 of the Financial Services and Markets Act
2000) in connection with the issue or sale of any securities may otherwise
lawfully be communicated or caused to be communicated or (2) persons who are
reasonably believed to be "qualified institutional buyers" (as defined in Rule
144A under the Securities Act) (all such persons together being referred to as
"relevant persons"). The investments to which this announcement relates are
available only to, and any invitation, offer or agreement to subscribe, purchase
or otherwise acquire such investments will be available only to or will be
engaged in only with, relevant persons. Any person who is not a relevant person
should not act or rely on this announcement or any of its contents. Persons
distributing this announcement must satisfy themselves that it is lawful to do
so.
This announcement may contain statements about ams and/or its subsidiaries
(together "ams Group") that are or may be "forward-looking statements". Forward-
looking statements include, without limitation, statements that typically
contain words such as "anticipate", "target", "expect", "estimate", "intend",
"plan", "believe", "hope", "aims", "continue", "will", "may", "should", "would",
"could", or other words of similar meaning. By their nature, forward-looking
statements involve risks and uncertainties because they relate to events and
depend on circumstances that may or may not occur in the future. ams cautions
you that forward-looking statements are not guarantees of the occurrence of such
future events or of future performance and that in particular the actual results
of operations, financial condition and liquidity, the development of the
industry in which ams Group operates and the outcome or impact of the
acquisition and related matters on ams Group may differ materially from those
made in or suggested by the forward-looking statements contained in this
announcement. Any forward-looking statements speak only as at the date of this
announcement. Except as required by applicable law, ams does not undertake any
obligation to update or revise publicly any forward-looking statement, whether
as a result of new information, future events or otherwise.
About ams
ams is a global leader in the design and manufacture of advanced sensor
solutions. Our mission is to shape the world with sensor solutions by providing
a seamless interface between humans and technology.
ams' high-performance sensor solutions drive applications requiring small form
factor, low power, highest sensitivity and multi-sensor integration. Products
include sensor solutions, sensor ICs, interfaces and related software for
consumer, communications, industrial, medical, and automotive markets.
With headquarters in Austria, ams employs around 8,500 people globally and
serves more than 8,000 customers worldwide. ams is listed on the SIX Swiss stock
exchange (ticker symbol: AMS). More information about ams can be found at https:
//ams.com [https://ams.com/]
Join ams social media channels:
>Twitter [https://twitter.com/amsAnalog] >LinkedIn [https://www.linkedin.com/
company/ams-ag] >Facebook [https://www.facebook.com/amsAnalog] >YouTube [https:/
/www.youtube.com/user/amsAnalog]
ams is a registered trademark of ams AG. In addition many of our products and
services are registered or filed trademarks of ams Group. All other company or
product names mentioned herein may be trademarks or registered trademarks of
their respective owners. Information provided in this press release is accurate
at time of publication and is subject to change without advance notice.
Further inquiry note:
Moritz M. Gmeiner
Vice President Investor Relations
Tel: +43 3136 500-0
Fax: +43 3136 500-931211
Email: investor@ams.com
end of announcement euro adhoc
--------------------------------------------------------------------------------issuer: ams AG
Tobelbader Strasse 30
A-8141 Premstaetten
phone: +43 3136 500-0
FAX: +43 3136 500-931211
mail: investor@ams.com
WWW: www.ams.com
ISIN: AT0000A18XM4
indexes:
stockmarkets: SIX Swiss Exchange
language: English
Original content of: ams AG, transmitted by news aktuell