EQS-News: ams OSRAM announces the offering of EUR 800 million equivalent senior notes as part of its recently presented financing plan
EQS-News: ams-OSRAM AG / Key word(s): Financing
ams OSRAM announces the offering of EUR 800 million equivalent senior
notes as part of its recently presented financing plan
13.11.2023 / 09:50 CET/CEST
The issuer is solely responsible for the content of this announcement.
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NOT FOR DISTRIBUTION OR RELEASE IN OR INTO THE UNITED STATES OF AMERICA OR
ANY OTHER JURISDICTION IN WHICH OFFERS OR SALES WOULD BE PROHIBITED BY
APPLICABLE LAW. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE
A VIOLATION OF U.S. SECURITIES LAW.
ams OSRAM announces the offering of EUR 800 million equivalent senior
notes as part of its recently presented financing plan
Premstaetten, Austria, and Munich, Germany (13 November 2023) – ams OSRAM
(SIX: AMS) announced today the launch of an offering of EUR 800 million
equivalent aggregate principal amount of senior unsecured notes,
comprising euro denominated senior unsecured notes due March 2029 and
dollar denominated senior unsecured notes due March 2029 (together, the
„Notes“) as part of its recently presented financing plan.
ams OSRAM intends to use the proceeds from the offering of the Notes,
together with the proceeds of its proposed rights offering and a sale and
leaseback of the Group’s new Kulim 8-inch facility, to redeem in full its
outstanding $450,000,000 7% Senior Notes due 2025 and the €850,000,000 6%
Senior Notes due 2025, repay certain bank facilities, fund general
corporate purposes, and to pay related fees and expenses.
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 OSRAM (the “Company”,
and together with its subsidiaries the “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. The Company
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 the Group operates 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, the Company 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.
In connection with the issuance of the Notes, the stabilizing manager (or
any person acting on behalf of the stabilizing manager) may over-allot
Notes or effect transactions with a view to supporting the market price of
the Notes at a level higher than that which might otherwise prevail.
However, there is no assurance that the stabilizing manager (or any person
acting on behalf of the stabilizing manager) will undertake stabilization
action. Any stabilization action may begin on or after the date on which
adequate public disclosure of the terms of the offer of the Notes is made
and, if begun, may be ended at any time, but it must end no later than the
earlier of 30 days after the issue date of the Notes and 60 days after the
date of the allotment of the Notes. Any stabilization action or
over-allotment must be conducted by the stabilizing manager (or person
acting on behalf of the stabilizing manager) in accordance with all
applicable laws and rules.
About ams OSRAM
The ams OSRAM Group (SIX: AMS) is a global leader in intelligent sensors
and emitters. By adding intelligence to light and passion to innovation,
we enrich people’s lives.
With over 110 years of combined history, our core is defined by
imagination, deep engineering expertise and the ability to provide global
industrial capacity in sensor and light technologies. We create exciting
innovations that enable our customers in the automotive, industrial,
medical and consumer markets maintain their competitive edge and drive
innovation that meaningfully improves the quality of life in terms of
health, safety and convenience, while reducing impact on the environment.
Our around 20,000 employees worldwide focus on innovation across sensing,
illumination and visualization to make journeys safer, medical diagnosis
more accurate and daily moments in communication a richer experience. Our
work creates technology for breakthrough applications, which is reflected
in over 15,000 patents granted and applied. Headquartered in
Premstaetten/Graz (Austria) with a co-headquarters in Munich (Germany),
the group achieved over EUR 4.8 billion revenues in 2022 and is listed as
ams-OSRAM AG on the SIX Swiss Exchange (ISIN: AT0000A18XM4).
Find out more about us on [1] https://ams-osram.com
ams is a registered trademark of ams-OSRAM AG. In addition many of our
products and services are registered or filed trademarks of ams OSRAM
Group. All other company or product names mentioned herein may be
trademarks or registered trademarks of their respective owners.
Join ams OSRAM social media channels: [2]>Twitter [3]>LinkedIn
[4]>Facebook [5]>YouTube
For further information
Investor Relations Media Relations
ams-OSRAM AG ams-OSRAM AG
Dr Juergen Rebel Bernd Hops
Senior Vice President Senior Vice President
Investor Relation Corporate Communications
T: +43 3136 500-0 T +43 3136 500-0
[6]investor@ams-osram.com [7]press@ams-osram.com
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13.11.2023 CET/CEST This Corporate News was distributed by EQS Group AG.
www.eqs.com
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Language: English
Company: ams-OSRAM AG
Tobelbader Straße 30
8141 Premstaetten
Austria
Phone: +43 3136 500-0
E-mail: investor@ams-osram.com
Internet: https://ams-osram.com/
ISIN: AT0000A18XM4
WKN: A118Z8
Listed: Regulated Unofficial Market in Berlin, Dusseldorf, Frankfurt,
Munich, Stuttgart, Tradegate Exchange; BX, SIX, Vienna Stock
Exchange (Vienna MTF)
EQS News ID: 1771159
End of News EQS News Service
1771159 13.11.2023 CET/CEST
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