Ad hoc: OSRAM Licht AG: Amendment to the domination and profit and loss transfer agreement with ams Offer GmbH

2020/11/02

Due to a change of the base interest rate OSRAM Licht AG ("OSRAM") and ams Offer GmbH agreed today to increase the cash compensation offered to the shareholders of OSRAM pursuant to Section 5.1 of the domination and profit and loss transfer agreement (“DPLTA”) dated 22 September 2020 by EUR 0.89 from EUR 44.65 to EUR 45.54 per OSRAM share. This adjustment is solely reasoned by the fact that, after entering into the DPLTA, the base interest rate on which the company valuation of OSRAM was based changed from 0.0% to -0.1%. The annual cash compensation, as well as the remainder of the DPLTA, shall remain unchanged. The Managing Board and the Supervisory Board of OSRAM recommend the shareholders to approve OSRAM’s enty into the DPLTA, as amended, in the Extraordinary General Meeting on 3 November 2020. The Amendment Agreement to the DPLTA and a consolidated version of the DPLTA as well as an addendum to the Joint Report of the Management Board of OSRAM and the management of ams Offer GmbH will be published on OSRAM’s website.

ABOUT OSRAM

OSRAM, based in Munich, is a leading global high-tech company with a history dating back more than 110 years. Primarily focused on semiconductor -based technologies, our products are used in highly diverse applications ranging from virtual reality to autonomous driving and from smartphones to smart and connected lighting solutions in buildings and cities. OSRAM uses the endless possibilities of light to improve the quality of life for individuals and communities. OSRAM’s innovations enable people all over the world not only to see better, but also to communicate, travel, work and live better. OSRAM has approximately 23,500 employees worldwide as of end of fiscal 2019 (September 30) and generated revenue of about 3.5 billion euros from continuing activities. The company is listed on the stock exchanges in Frankfurt and Munich (ISIN: DE000LED4000; WKN: LED 400; trading symbol: OSR). Additional information can be found at  www.osram.com.


Disclaimer

This document contains statements and information pertaining to our future business and financial performance and future developments that may constitute forward-looking statements – i.e. statements about processes that take place in the future, not in the past. These statements pertaining to the future can be identified by expressions such as "anticipate", "expect", "want", "intend", "plan", "believe", "aspire", "estimate", "will”, "predict" or words of similar meaning. Such statements are based on current expectations and certain assumptions of OSRAM‟s management. They are, therefore, subject to certain risks and uncertainties. A variety of factors, many of which are beyond OSRAM’s control, affect OSRAM’s operations, performance, business strategy and results and could cause the actual results, performance or achievements of OSRAM to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements or anticipated on the basis of historic trends. These factors include in particular, but are not limited to, the matters described in the chapter “Report on Risks and Opportunities” in the Annual Report of OSRAM Licht Group. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results, performance or achievements of OSRAM may vary materially from those described in the relevant forward-looking statement as being expected, anticipated, intended, planned, believed, sought, estimated or projected. OSRAM neither intends, nor assumes any obligation, to update or revise these forward-looking statements in light of developments which differ from those anticipated. Due to rounding, numbers presented throughout this and other documents may not add up precisely to the totals provided and percentages may not precisely reflect the absolute figures they reference.