Pursuant to the agreement, Grand Chip Investment has today announced its decision to launch a voluntary public takeover offer to acquire all of the outstanding ordinary shares of AIXTRON SE, including all ordinary shares represented by AIXTRON ADS. Under the terms of the agreement, AIXTRON shareholders will be offered 6.00 Euros in cash per each ordinary share. The transaction values AIXTRON’s equity, including net cash, at approximately 670 million Euros (US$ 752 million) and reflects a 50.7% premium to the three-month volume weighted average share price prior to announcement. The offer shall be subject to certain closing conditions, including regulatory approvals and a minimum acceptance threshold of 60% of all of AIXTRON’s outstanding shares.
The agreement sets out the purpose and the principal terms of the transaction with FGC and the future strategy. FGC intends to support AIXTRON’s strategy going forward. R&D competency and AIXTRON’s existing technology shall be maintained at the existing technology centers. FGC has also agreed that AIXTRON shall further strengthen its technology and IP Portfolio, which shall remain vested with AIXTRON, including in Germany. AIXTRON’s existing global set up will be maintained and expanded with AIXTRON’s three technology hubs in Herzogenrath (Germany), Cambridge (UK) and Sunnyvale (USA). Further international technology hubs may be established. AIXTRON’s legal domicile and headquarters shall remain in Herzogenrath, Germany.
In the event the takeover is successful, Martin Goetzeler is to remain CEO of AIXTRON and Dr. Bernd Schulte is to remain in his function as COO. Following a successful closing of the transaction it is anticipated that Grand Chip Investment will nominate four candidates to the six-member Supervisory Board.
