NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES
This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities, nor is it calculated to invite any such offer or invitation. Neither this announcement nor any copy thereof may be taken into or distributed, directly or indirectly, in or into the United States (including its territories and dependencies, any State of the United States and the District of Columbia). In particular, this announcement does not constitute and is not an offer to sell or a solicitation of any offer to purchase or subscribe for securities in the United States or elsewhere. The securities may not be offered or sold in the United States absent registration or an exemption from registration under the United States Securities Act of 1933, as amended. Any public offering of securities to be made in the United States will only be made by means of a prospectus that may be obtained from the issuer or selling security holder and that contains detailed information about the issuer and management as well as financial statements. There is no intention to make a public offering of the securities referred to in this announcement in the United States.
Almere, The Netherlands
November 2, 2017
ASM International N.V. (Euronext Amsterdam: ASM) ("ASMI") today announces that it intends to sell a stake of 37 million shares of the total outstanding share capital in ASM Pacific Technology Ltd. ("ASMPT") through a partial secondary share placement. ASMI intends to distribute a part of the proceeds to its shareholders in the form of a tax efficient capital return.
ASMI is proposing a reduction of its stake in ASMPT through an accelerated bookbuild offering to institutional investors of 37 million shares representing a stake of approximately 9% in ASMPT which is launching now. Following the planned divestment ASMI will own approximately 25% of the shares in ASMPT.
ASMI intends to distribute a part of the proceeds to its shareholders in the form of a tax efficient capital return. A proposal thereto will be placed on the agenda of the 2018 AGM. ASMI remains committed to use excess cash for the benefit of its shareholders.
With the sale of a 9% stake in ASMPT the Management Board aims to take an important further step in creating long term value for our company next to our continuous efforts in strengthening our Front-end operations. The Management Board remains of the opinion that, at this moment, a significant stake in ASMPT is of strategic value to ASMI. With a remaining stake of approximately 25% in ASMPT the Management Board believes that this strategic value is still maintained.
Morgan Stanley & Co. International plc is acting as bookrunner for this transaction.
Once the outcome of the offering has been established, ASMI will make a further public announcement. ASMI has agreed to a 180 day lock-up period, subject to usual terms and conditions.
ASMI EUR 60,176 +2,16 vol. 313.000