Today the board of directors of Dialog Semiconductor Plc (XETRA: DLG) (the Company), a provider of highly integrated power management, AC/DC power conversion, solid state lighting and Bluetooth(R) Smart wireless technology, has resolved to commence a share buyback programme in accordance with the shareholder approvals granted at the Company's Annual General Meeting (AGM) on 28 April 2016. It has further resolved to commence the process to buyback the first tranche of shares pursuant to that programme.
The Company will give notice in writing to each of Barclays Bank PLC, HSBC Bank plc and Merrill Lynch International (together the Brokers) that it wishes to exercise its rights to purchase shares pursuant to the contingent forward share purchase contracts entered into with each of the Brokers on or around the date of the AGM, specifying the terms on which the Company is willing to purchase shares from the Broker that provides the most favourable pricing terms to the Company (the Preferred Broker).
These terms include:
the maximum total cost of the shares to be purchased by the Company from the Preferred Broker under the first tranche of the Company's buyback programme shall be EUR50 million and the minimum total cost shall be EUR37.5 million; and
the maximum maturity date for the first tranche of the Company's buyback programme shall be 15 September 2016 and the minimum maturity date shall be 15 July 2016.
Based on the assumption that the average price at which ordinary shares will be acquired by the Company is EUR30 per share, this would enable the Company to acquire up to approximately 1.66 million ordinary shares pursuant to the first tranche of its buyback programme.
Once appointed, the Preferred Broker shall, acting independently as principal (without influence from the Company), purchase Certified Interests (CIs) in the Company on the Frankfurt Stock Exchange and, after acquiring the corresponding number of ordinary shares in the Company from Clearstream Banking AG, which is the registered shareholder for the shares underlying the CIs, shall sell these ordinary shares to the Company on certain settlement dates in accordance with the terms above and the contingent forward share purchase agreement with the Preferred Broker.
Further details relating to the share buyback programme, including details of the Preferred Broker, shall be announced separately before the share buyback programme and the purchase of the first tranche of shares under it commences. The Company will regularly provide information on the progress of the buyback, including the number of ordinary shares purchased by the Company, on its website at http://www.dialog-semiconductor.com/financial-news/share-buybacks.
No more than one tranche of shares will be bought back at any one time by the Company and there can be no certainty that any further ordinary shares will be acquired by the Company following the conclusion of the first tranche of its buyback programme.
Information and Explanation of the Issuer to this News:
Note to editors
Dialog Semiconductor provides highly integrated standard (ASSP) and custom (ASIC) mixed-signal integrated circuits (ICs), optimised for smartphone, tablet, IoT, LED Solid State Lighting (SSL) and Smart Home applications. Dialog brings decades of experience to the rapid development of ICs while providing flexible and dynamic support, world-class innovation and the assurance of dealing with an established business partner. With world-class manufacturing partners, Dialog operates a fabless business model and is a socially responsible employer pursuing many programs to benefit the employees, community, other stakeholders and the environment we operate in.
Dialog's power saving technologies including DC-DC configurable system power management deliver high efficiency and enhance the consumer's user experience by extending battery lifetime and enabling faster charging of their portable devices. Its technology portfolio also includes audio, Bluetooth(R) Smart, Rapid Charge AC/DC power conversion and multi-touch.
Dialog Semiconductor plc is headquartered in London with a global sales, R&D and marketing organisation. In 2015, it had $1.35 billion in revenue and was one of the fastest growing European public semiconductor companies. It currently has approximately 1,660 employees worldwide. The company is listed on the Frankfurt (FWB: DLG) stock exchange (Regulated Market, Prime Standard, ISIN GB0059822006) and is a member of the German TecDax index.
Forward Looking Statements
This press release contains 'forward-looking statements' that reflect management's current views with respect to future events. The words 'anticipate,' 'believe,' 'estimate', 'expect,' 'intend,' 'may,' 'plan,' 'project' and 'should' and similar expressions identify forward-looking statements. Such statements are subject to risks and uncertainties, including, but not limited to: an economic downturn in the semiconductor and telecommunications markets; changes in currency exchange rates and interest rates, the timing of customer orders and manufacturing lead times, insufficient, excess or obsolete inventory, the impact of competing products and their pricing, political risks in the countries in which we operate or sale and supply constraints. If any of these or other risks and uncertainties occur (some of which are described under the heading 'Risks and their management' in Dialog Semiconductor's most recent Annual Report) or if the assumptions underlying any of these statements prove incorrect, then actual results may be materially different from those expressed or implied by such statements. We do not intend or assume any obligation to update any forward-looking statement which speaks only as of the date on which it is made, however, any subsequent statement will supersede any previous statement.
Language: English Company: Dialog Semiconductor Plc. Tower Bridge House, St. Katharine's Way E1W 1AA London United Kingdom Phone: +49 7021 805-412 Fax: +49 7021 805-200 E-mail: jose.cano@diasemi.com, lauren.ofstedahl@diasemi.com Internet: www.dialog-semiconductor.com ISIN: GB0059822006, XS0757015606 WKN: 927200 Indices: TecDAX Listed: Regulated Market in Frankfurt (Prime Standard); Regulated Unofficial Market in Berlin, Dusseldorf, Hamburg, Munich, Stuttgart; Terminbörse EUREX; Luxemburg
View source version on businesswire.com: http://www.businesswire.com/news/home/20160503007178/en/
Contacts:
For further information please contact:
Dialog Semiconductor
Jose Cano, +44 (0)1793 756 961
Head of Investor Relations
jose.cano@diasemi.com
or
FTI Consulting London
Matt Dixon, +44 (0)2037 271 137
matt.dixon@fticonsulting.com
or
FTI Consulting Frankfurt
Anja Meusel, +49 (0) 69 9203 7120
Anja.Meusel@fticonsulting.com
