Osram shareholders vote on a domination agreement with ams


At an extraordinary general meeting today, Osram shareholders will vote on a domination and profit and loss transfer agreement with majority shareholder ams. “Osram and ams need a foundation on which they can together create the European world market leader in optical solutions,” says Osram's CEO Olaf Berlien. “With a domination and profit and loss transfer agreement, we intend to establish the basis for a combined company." In a separate item on the agenda, Osram’s shareholders will vote to confirm the new members of the Supervisory Board who were appointed by ams in July 2020.

The aim of the domination and profit and loss transfer agreement is to leverage synergies that will make the combined company more profitable and promote new innovations and technologies. For the agreement to be implemented, a majority of at least 75 percent of the voting rights represented at the general meeting must be in favor of the agreement. ams already holds around 70 percent of the outstanding shares in Osram. If the general meeting votes in favor, the agreement can come into force as soon as it is entered in the Munich commercial register. This is expected to be around the turn of the year, with the starting date for the combined company scheduled for early 2021.

ams is offering the remaining minority shareholders of Osram a compensation payment of 45.54 euros per share or a guaranteed annual payment of about five percent of the compensation amount (2.24 euros net / 2.57 euros gross). This figure is based on the current valuation by auditors PwC. In accordance with legal requirements, the independent auditors assessed the business, technologies and prospects of the Munich-based photonics champion. They came to the conclusion that Osram is worth 4.3 billion euros in its current constitution. Since the listing in July 2013, this represents an increase in value of 1.8 billion euros.

In a separate item on the agenda, Osram shareholders will vote on appointments to the Supervisory Board. At the end of July, majority shareholder ams proposed Hans Peter Metzler, Thomas Stockmeier and Johann Eitner as new members of the Supervisory Board following a majority takeover. These have been appointed by court and are now to be confirmed by the general meeting.  

Osram will be holding the general meeting on November 3, 2020 in the virtual domain for the first time. The event will be broadcast live on the internet for shareholders and their representatives: https://www.osram-group.com/en/investors/annual-meeting.


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.


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 outside the control of OSRAM, have an influence over OSRAM's business activities, achievement, business strategies and results. These factors may cause the actual results to differ materially from the statements of OSRAM, successes and achievements to results, performance or achievements expressed or implied in the forward-looking statements or on the basis of earlier trends can be expected. 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