Edition:
United Kingdom

Osram clears way for AMS takeover offer, signs cooperation agreement


Wednesday, 21 Aug 2019 

Aug 21 (Reuters) - Osram Licht AG ::DGAP-ADHOC: OSRAM LICHT AG: OSRAM CLEARS WAY FOR AMS TAKEOVER OFFER AND SIGNS COOPERATION AGREEMENT.SAYS MANAGING BOARD OF OSRAM LICHT AG (OSRAM) HAS WAIVED EXISTING STANDSTILL AGREEMENT WITH AMS AG (AMS) AND, WITH APPROVAL OF SUPERVISORY BOARD, HAS SIGNED A COOPERATION AGREEMENT PROVIDING PROTECTION COMMITMENTS FOR EMPLOYEES, COMPANY SITES AND KEY PARTS OF BUSINESS.SAYS HAVE COME TO CONCLUSION THAT IT IS PARTICULARLY IN INTEREST OF OSRAM'S SHAREHOLDERS AND OTHER STAKEHOLDERS TO WAIVE EXISTING STANDSTILL AGREEMENT WITH AMS AND TO SIGN A COOPERATION AGREEMENT WITH AMS IN ORDER TO ENABLE AMS TO PUBLISH OFFE.SAYS OFFER PRICE IS EUR 38.50 PER OSRAM SHARE AND IS 10% HIGHER THAN CURRENT OFFER OF BIDDING CONSORTIUM CONSISTING OF BAIN CAPITAL AND CARLYLE GROUP.SAYS AMS' OFFER VALUES OSRAM WITH AN EQUITY VALUE OF APPROXIMATELY EUR 3.7 BILLION AND AN ENTERPRISE VALUE OF APPROXIMATELY EUR 4.3 BILLION.SAYS AMS PROVIDES FOR A MINIMUM ACCEPTANCE THRESHOLD OF 70 PERCENT, FURTHER CUSTOMARY MARKET CONDITIONS AND AN ACCEPTANCE PERIOD RUNNING PRESUMABLY UNTIL BEGINNING OF OCTOBER 2019.SAYS ACCEPTANCE THRESHOLD DOES NOT INCLUDE TREASURY SHARES OF OSRAM.SAYS OFFER DOCUMENT WILL BE PUBLISHED AT A LATER DATE BY OPAL BIDCO GMBH, A HOLDING COMPANY OF AMS AG.