As part of the public takeover offer, Osram shareholders are to be offered 35 euros per share in cash, a premium of roughly 21 percent above the last closing price of Osram shares before the takeover transaction announcement and a premium of 22.6 percent on the volume-weighted average price of Osram shares in the past three months.
The offer values Osram at an equity value of 3.4 billion euros and an enterprise value of roughly 4 billion euros.
Bain and Carlyle have announced a minimum acceptance threshold of 70 percent. This threshold does not include the shares owned by Osram Licht AG itself. The offer period is expected to end at the beginning of September.
The Managing Board and Supervisory Board of OSRAM Licht AG approve the deal and made clear they intend to sell their own Osram shares to the bidders as part of the takeover.
“Bain and Carlyle are the right partners for Osram at the right time”, said Olaf Berlien, CEO of Osram. “They support our strategy and facilitate growth. Both are committed to our employees and offer shareholders an attractive premium.”
The ongoing transformation of Osram to a high-tech photonics company is the response to a profound change in the lighting industry. In connection with the signed investor agreement, Bain and Carlyle are making extensive commitments with regard to employees and locations, showing commitment to the current management plan and the existing strategy with its focus on optical semiconductors, the automotive sector and digital applications.
Osram will continue to operate under the existing name after the takeover and its corporate headquarters will remain in Munich, keeping the rights to all its patents.
Orsam - www.osram-group.com