Hsinchu, Taiwan — April 21, 2021 — GlobalWafers Co., Ltd. (6488.TWO) (“GlobalWafers”) today announces that its Board of Directors has decided to implement a number of financing measures taking advantage of the currently attractive financing conditions and terms. The various measures are intended to contribute to an overall strengthening of GlobalWafers’ financing structure and improved capital allocation. Some of the planned measures are subject to final approval by the relevant company bodies and regulatory authorities. The planned measures are as follows:
- Up to NTD 22 billion unsecured domestic corporate bond offerings as mid- to long-term financing mainly for repayment of debt
- Up to USD 1 billion unsecured overseas euro convertible bond offering for the procurement of raw materials in foreign currencies
- Up to 50 million of new shares through a domestic share and/or global depositary receipts issuance to fund various initiatives, including 1) M&A, 2) strategic alliance, 3) general working capital, 4) repayment of debt, 5) investment, and/or capital expenditures, which is subject to shareholders’ approval
“We are taking advantage of currently very attractive financing terms to best position GlobalWafers for a period of strong profitable growth,” says Doris Hsu, Chairperson and CEO of GlobalWafers.
The closing of GlobalWafers’ acquisition of Siltronic remains subject to receipt of further regulatory approvals and continues to expect the closing of the offer in the second half of 2021.
Headquartered in Hsinchu, Taiwan, GlobalWafers is one of the five largest silicon wafer manufacturers in the world. Founded in 1981, it was the semiconductor business unit of SAS (Sino-American Silicon Product Inc.) and spun off as GlobalWafers Co., Ltd. in 2011. Specializing in silicon wafer manufacturing, product applications extend through power management, automotive, IT and MEMS. GlobalWafers is listed on the Taipei Exchange.
|Spokesperson: William Chen||+886 3 577 2255 (ext. 2280)|
This announcement is neither an offer to purchase nor a solicitation of an offer to sell Siltronic Shares. The terms and further provisions regarding the Takeover Offer by the Bidder to the shareholders of Siltronic AG are set forth in the offer document. Holders of Siltronic Shares are strongly recommended to read the offer document and to seek independent advice, where appropriate, in relation to the matters therein. Moreover, this announcement is neither an offer to sell nor a solicitation of an offer to purchase shares in GlobalWafers Co., Ltd.
The release, publication or distribution of this announcement in certain jurisdictions other than the Federal Republic of Germany may be restricted by law. Persons who are resident in, or are subject to, other jurisdictions should inform themselves of, and observe, any applicable requirements.
The Takeover Offer will be made in the United States of America in reliance on, and compliance with, Section 14(e) of the US Securities Exchange Act of 1934 and Regulation 14E thereunder, as exempted thereunder by Rule 14d-1(d).
To the extent permissible under applicable law or regulation, and in accordance with German market practice, the Bidder, its affiliates and/or brokers acting on its behalf may, outside of the United States of America and in compliance with applicable law, from time to time make certain purchases of, or arrangements to purchase, directly or indirectly, Siltronic Shares or any securities that are immediately convertible into, exchangeable for, or exercisable for, Siltronic Shares, other than pursuant to the Takeover Offer, before, during or after the period in which the Takeover Offer will remain open for acceptance. These purchases may occur either in the open market at prevailing prices or in private transactions at negotiated prices. Any information about such purchases would be disclosed as required by law or regulation in Germany or other relevant jurisdictions.
This announcement may contain statements about GlobalWafers Co., Ltd. and/or its subsidiaries (together “GlobalWafers Group”) or Siltronic AG and/or its subsidiaries (together “Siltronic 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.
GlobalWafers Co., Ltd. and the Bidder caution 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 GlobalWafers Group and Siltronic Group operate and the outcome or impact of the acquisition and related matters on GlobalWafers Group and/or Siltronic Group 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, GlobalWafers Co., Ltd. and the Bidder do not undertake any obligation to update or revise publicly any forward-looking statement, whether as a result of new information, future events or otherwise.