Siltronic AG: GlobalWafers announces the launch of a voluntary tender offer based on a business combination agreement with Siltronic
DGAP-Ad-hoc: Siltronic AG / Key word(s): Offer/Letter of Intent
Siltronic AG GlobalWafers announces the launch of a voluntary tender offer based on a business combination agreement with Siltronic Germany, Munich, December 9, 2020 - Siltronic AG ("Siltronic") today signed a Business Combination Agreement ("BCA") with GlobalWafers Co., Ltd. ("GlobalWafers") from Taiwan. On this basis, GlobalWafers announced its intention to launch a voluntary tender offer to Siltronic shareholders at an offer price of EUR 125 per share in cash. Siltronic's Executive Board and Supervisory Board have approved the signing of the BCA and welcome the proposed combination and the announced tender offer. The offer price announced today represents a premium of 48% above the volume-weighted average XETRA price over the last 90 days prior to the public disclosure of the discussions with GlobalWafers on a potential business combination agreement. The tender offer will also include customary closing conditions, including a minimum acceptance threshold of 65% and merger control and foreign investment approvals. The BCA signed today forms the framework of the proposed combination. Based on this agreement, Siltronic can pursue an essentially unchanged business strategy. In line with its current dividend policy, Siltronic intends to propose a dividend of approximately EUR 2 per share for fiscal 2020, which is expected to be paid before the completion of the transaction. The BCA also includes extensive commitments for Siltronic's sites and its employees. The social partnership with the employee representatives will be maintained, and there will be no site closures or layoffs of employees for operational reasons in Germany until the end of 2024. With regard to the proposed combination, Wacker Chemie AG has signed a binding agreement (Irrevocable Undertaking) with GlobalWafers and will tender its entire Siltronic shares amounting to approximately 30.8% of Siltronic's share capital in the tender offer. After publication of the offer document, the Executive Board and the Supervisory Board of Siltronic will issue and publish a reasoned opinion on the tender offer in accordance with their statutory obligations. Additional information ISIN: DE000WAF3001 Contact: Important Information
09-Dec-2020 CET/CEST The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. |
Language: | English |
Company: | Siltronic AG |
Einsteinstr. 172 - Tower B / Blue Tower | |
81677 Munich | |
Germany | |
Phone: | +49 89 8564 3133 |
Fax: | +49 89 8564-3904 |
E-mail: | investor.relations@siltronic.com |
Internet: | www.siltronic.com |
ISIN: | DE000WAF3001 |
WKN: | WAF300 |
Indices: | MDAX, TecDAX |
Listed: | Regulated Market in Frankfurt (Prime Standard); Regulated Unofficial Market in Berlin, Dusseldorf, Stuttgart, Tradegate Exchange |
EQS News ID: | 1154100 |
End of Announcement | DGAP News Service |
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1154100 09-Dec-2020 CET/CEST