EQS-Adhoc: ams-OSRAM AG: ams OSRAM announces partial repurchase offer for up to EUR 300 million in principal amount of its outstanding convertible bonds due 2027

EQS-Ad-hoc: ams-OSRAM AG / Key word(s): Bond
ams-OSRAM AG: ams OSRAM announces partial repurchase offer for up to EUR 300 million in
principal amount of its outstanding convertible bonds due 2027

18-Dec-2025 / 07:16 CET/CEST
Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No
596/2014, transmitted by [1]EQS News – a service of [2]EQS Group.
The issuer is solely responsible for the content of this announcement.

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Ad hoc announcement pursuant to Art. 53 Listing Rules of SIX Swiss Exchange
Disclosure of an inside information according to Article 17 MAR of the Regulation (EU) No
596/2014

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT
IN THE UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE
U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY
STATE OF THE UNITED STATES OF AMERICA OR THE DISTRICT OF COLUMBIA (THE “UNITED STATES”) OR IN
OR INTO OR TO ANY PERSON RESIDENT OR LOCATED IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL
TO RELEASE, PUBLISH OR DISTRIBUTE THIS DOCUMENT.
 

ams OSRAM announces partial repurchase offer for up to EUR 300 million in principal amount of
its outstanding convertible bonds due 2027

Premstaetten, Austria, and Munich, Germany (18 December 2025) — ams OSRAM (the “Company”)
announces the launch of a convertible bond tender and invites current bondholders to submit
offers to sell up to EUR 300 m in principal amount of the outstanding EUR 760 m convertible
bonds due 2027 (ISIN: DE000A283WZ3) (the “Bonds”) (the “Tender Offer”).

 

The repurchase price per Bond tendered will be determined through a Dutch Auction procedure
and will be set between 94.00 % and 96.00 % of the principal amount per Bond (equal to EUR
94,000 and EUR 96,000 per Bond). The Company will also pay interest accrued on the purchased
Bonds from and including the interest payment date of the Bonds immediately preceding the
Settlement Date (as described below) to but excluding the Settlement Date.

The cooling-off period, during which no tenders are accepted, will commence on 19 December
2025 and will end on 9 January 2026. The repurchase period will commence on 12 January 2026
and will expire on 16 January 2026 at 5:00 p.m. CET.

The settlement date is expected to occur on 21 January 2026 (the “Settlement Date”).

The Bonds are listed and trade on the non-regulated open market segment (Freiverkehr) of the
Frankfurt Stock Exchange (ISIN: DE000A283WZ3).

Bondholders are referred to the repurchase notice published on the Company’s website under
[3] https://ams-osram.com/about-us/investor-relations/share-capital/convertible-bond-buy-back.

 

Important notice:

This announcement does not constitute an invitation to participate in the Tender Offer in any
jurisdiction in which, or to any person to or from whom, it is unlawful to make such Tender
Offer or for there to be such participation under applicable laws and regulations. The
distribution of this announcement in certain jurisdictions may be restricted by laws and
regulations. Persons into whose possession this announcement or other information referred to
herein comes are required by each of the Company and the dealer manager to inform themselves
about and to observe any such restrictions. Any failure to comply with these restrictions may
constitute a violation of the securities laws of any such jurisdiction.

 

THIS ANNOUNCEMENT MAY NOT BE PUBLISHED, DISTRIBUTED OR TRANSMITTED, DIRECTLY OR INDIRECTLY,
(I) TO ANY U.S. PERSON (AS DEFINED IN REGULATION S UNDER THE US SECURITIES ACT OF 1933) (A
“U.S. PERSON”), (II) TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES OF AMERICA, ITS
TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN
SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED STATES OF
AMERICA OR THE DISTRICT OF COLUMBIA (THE “UNITED STATES”), (III) INTO THE UNITED STATES, (IV)
BY USE OF THE MAILS, OR BY ANY OTHER MEANS OR INSTRUMENTALITY OF INTERSTATE OR FOREIGN
COMMERCE, OR OF ANY FACILITY OF A NATIONAL SECURITIES EXCHANGE, OF THE UNITED STATES, AND THE
BONDS CANNOT BE TENDERED IN THE TENDER OFFER BY ANY SUCH USE, MEANS, INSTRUMENTALITY OR
FACILITY OR FROM WITHIN THE UNITED STATES OR FROM ANY U.S. PERSON OR (V) INTO ANY OTHER
JURISDICTION WHERE SUCH AN ANNOUNCEMENT WOULD BE UNLAWFUL.

 

This announcement is not an extension of a tender offer in the United States for securities
of the Company. A tender offer for the sale of the Bonds is not being made within the United
States or to, or for the account or benefit of, persons located or resident in the United
States. In the United Kingdom, this document is only being distributed to and is only
directed at persons who (i) are investment professionals falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the
“Order”) or (ii) are persons falling within Article 49(2)(a) to (d) of the Order (high net
worth companies, unincorporated associations, etc.) (all such persons together being referred
to as “Relevant Persons”). This document is directed only at Relevant Persons and must not be
acted on or relied on by persons who are not Relevant Persons. Any investment or investment
activity to which this document relates is available only to Relevant Persons and will be
engaged in only with Relevant Persons. Any purported tender of Bonds resulting directly or
indirectly from a violation of these restrictions will be invalid and any purported tender of
Bonds made by, or by any person acting for the account of, a U.S. Person or by a person
located in the United States or any agent, fiduciary or other intermediary acting on a
non-discretionary basis for a principal giving instructions from within the United States
will be invalid and will not be accepted. Each holder of the Bonds participating in the
Tender Offer will represent that (A) it is not a U.S. Person, and it is not located in the
United States and it is not participating in such Tender Offer from the United States, or (B)
it is acting on a non-discretionary basis for a principal that is not a U.S. Person, that is
located outside the United States and that is not giving an order to participate in such
Tender Offer from the United States.

 

About ams OSRAM:

The ams OSRAM Group (SIX: AMS) is a global leader in innovative light and sensor solutions.

With more than 110 years of industry experience, we combine engineering excellence and global
manufacturing with a passion for cutting-edge innovation. Our commitment to pushing the
boundaries of illumination, visualization, and sensing enable transformative advancements in
the automotive, industrial, medical, and consumer industries.

“Sense the power of light” – our success is based on the deep understanding of the potential
of light and our distinct portfolio of both emitter and sensor technologies. About 19,700
employees worldwide focus on pioneering innovations alongside the societal megatrends of
digitalization, smart living and sustainability. This is reflected in over 13,000 patents
granted and applied. Headquartered in Premstaetten/Graz (Austria) with co-headquarters in
Munich (Germany), the group achieved EUR 3.4 billion revenues in 2024 and is listed as
ams-OSRAM AG on the SIX Swiss Exchange (ISIN: AT0000A3EPA4). 

 

Find out more about us on [4] 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: [5]>Twitter  [6]>LinkedIn  [7]>Facebook  [8]>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 Relations Corporate Communications
T: +43 3136 500-0 T: +43 3136 500-0
investor@ams-osram.com press@ams-osram.com
     

 

 

End of Inside Information

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18-Dec-2025 CET/CEST News transmitted by [9]EQS Group

View original content: [10]EQS News

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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: AT0000A3EPA4
WKN: A118Z8
Listed: Regulated Unofficial Market in Berlin, Dusseldorf, Frankfurt,
Munich, Stuttgart, Tradegate Exchange; BX, SIX, Vienna Stock
Exchange (Vienna MTF)
EQS News ID: 2247724

 
End of Announcement EQS News Service

2247724  18-Dec-2025 CET/CEST

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3. https://eqs-cockpit.com/cgi-bin/fncls.ssp?fn=redirect&url=9689ee5783b0f78bced351c0d1694626&application_id=2247724&site_id=apa_ots_austria~~~18b544d0-9c71-4160-bd95-cc8b9aff9fbf&application_name=news
4. https://eqs-cockpit.com/cgi-bin/fncls.ssp?fn=redirect&url=8292dd00d17478c63e156302a1a5ac6c&application_id=2247724&site_id=apa_ots_austria~~~18b544d0-9c71-4160-bd95-cc8b9aff9fbf&application_name=news
5. https://eqs-cockpit.com/cgi-bin/fncls.ssp?fn=redirect&url=abc52aadd1b09e752093ca366793ed46&application_id=2247724&site_id=apa_ots_austria~~~18b544d0-9c71-4160-bd95-cc8b9aff9fbf&application_name=news
6. https://eqs-cockpit.com/cgi-bin/fncls.ssp?fn=redirect&url=2e38dcb34f79060ddc9490cdb693d91b&application_id=2247724&site_id=apa_ots_austria~~~18b544d0-9c71-4160-bd95-cc8b9aff9fbf&application_name=news
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