DGAP-Ad-hoc: Dialog Semiconductor Plc. / Key word(s): Share Buyback
Dialog Semiconductor announces commencement of the process for the first
tranche of shares to be bought back pursuant to its share buyback programme
authorised by shareholders at the annual general meeting on 2 May 2019.
05-Jun-2019 / 17:39 CET/CEST
Disclosure of an inside information acc. to Article 17 MAR of the Regulation
(EU) No 596/2014, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
London, UK, June 5, 2019 - 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) low energy wireless technology, has resolved to commence
the process to buy back a first tranche of shares in accordance with the
shareholder approvals granted at the Company's Annual General Meeting
(*AGM*) on 2 May 2019 relating to the share buyback programme (the *2019
Buyback Programme*).
The Company will give notice in writing to each of Barclays Bank PLC,
Goldman Sachs International, 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 2019 Buyback Programme
shall be EUR150.0 million and the minimum total cost shall be EUR125.0
million; and
- the maximum maturity date for the first tranche of the 2019 Buyback
Programme shall be December 5, 2019 and the minimum maturity date shall be
October 31, 2019.
Based on the assumption that the average price at which ordinary shares will
be acquired by the Company is EUR28.43 per share, this would enable the
Company to acquire up to approximately 5.3 million ordinary shares pursuant
to the first tranche of the 2019 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.
Contact:
Jose Cano
Director, Investor Relations
jose.cano@diasemi.com
+44(0)1793756961
Information and Explanation of the Issuer to this News:
Further details relating to the first tranche of the 2019 Buyback Programme,
including details of the Preferred Broker, shall be announced separately
before the purchase of the first tranche of shares 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
https://www.dialog-semiconductor.com/investor-relations/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 the 2019 Buyback Programme.
*For further information please contact: *
*Dialog Semiconductor*
*Jose Cano *
Head of Investor Relations
T: +44 (0)1793 756 961
jose.cano@diasemi.com
*FTI Consulting* *London*
Matt Dixon
T: +44 (0)2037 271 137
matt.dixon@fticonsulting.com
*FTI Consulting Frankfurt*
Anja Meusel
T: +49 (0) 69 9203 7120
Anja.Meusel@fticonsulting.com
*About Dialog Semiconductor*
Dialog Semiconductor is a leading provider of integrated circuits (ICs) that
power mobile devices and the Internet of Things. Dialog solutions are
integral to some of today's leading mobile devices and the enabling element
for increasing performance and productivity on the go. From making
smartphones more power efficient and shortening charging times, enabling
home appliances to be controlled from anywhere, to connecting the next
generation of wearable devices, Dialog's decades of experience and
world-class innovation help manufacturers get to what's next.
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 Semiconductor plc is
headquartered in London with a global sales, R&D and marketing organization.
In 2018, it had approximately $1.44 billion in revenue. It currently has
approximately 1,800 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 MDAX and TecDax indices. For
more information, visit www.dialog-semiconductor.com [1].
*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 'Managing
risk and uncertainty' 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.
05-Jun-2019 CET/CEST The DGAP Distribution Services include Regulatory
Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de
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
Internet: www.dialog-semiconductor.com
ISIN: GB0059822006
WKN: 927200
Indices: MDAX, TecDAX
Listed: Regulated Market in Frankfurt (Prime Standard); Regulated
Unofficial Market in Berlin, Dusseldorf, Hamburg, Hanover,
Munich, Stuttgart, Tradegate Exchange
EQS News ID: 820089
End of Announcement DGAP News Service
820089 05-Jun-2019 CET/CEST
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(END) Dow Jones Newswires
June 05, 2019 11:39 ET (15:39 GMT)
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