14-Dec-2021 / 09:57 CET/CEST
Today, Elmos Semiconductor SE (FSE: ELG, “Elmos”) and Silex Microsystems AB, Sweden (“Silex”), signed a sale and purchase agreement (SPA) to transfer the Elmos 200mm wafer fabrication activities at the Dortmund location (“fab”) to Silex.
To accommodate the acquisition, Elmos will transfer all relevant assets and contracts that are directly linked to the wafer manufacturing into a newly founded stand-alone company. At closing, Silex will acquire 100% of the shares of this entity, including direct and indirect personnel under the leadership of the former management of the Elmos fab. Elmos will remain the owner of the building but will lease the clean room to Silex based on a long-term lease agreement. Elmos will also provide the necessary infrastructure, utilities, IT-support and licenses to Silex based on separate lease and service agreements. The testing activities for Elmos products will at Elmos.
In addition, Elmos and Silex have entered into a long-term supply agreement until at least 2027, with Elmos buying processed wafers produced at the fab. This complements the supply agreements already in place with the other foundry partners.
Elmos will sell its wafer fabrication activities in Dortmund for a net purchase price of 77.5 million Euro plus around 7 million Euro for the work-in-progress inventory. The total purchase price therefore is around 85 million Euro.
The closing of the transaction is expected to take place in the second half of 2022 and is subject to customary closing conditions and regulatory approvals.
The EBIT margin guidance for the full year 2021 published on November 4, 2021 (EBIT margin: 17% ± 2 percentage points) already includes transaction-related expenses and therefore remains unchanged.
Elmos Semiconductor SE
Ralf Hoppe, Head of Investor Relations & Public Relations
Elmos develops, produces and markets semiconductors, primarily for use in the automotive industry. Our components communicate, measure, regulate and control safety, comfort, powertrain and network functions. For over 30 years, Elmos innovations have been bringing new functions to life and making mobility worldwide safer, more comfortable and more energy efficient. With our solutions we are already the worldwide #1 in applications with great future potential, such as ultrasonic distance measurement, ambient light and intuitive HMI.
This release contains forward-looking statements that are based on assumptions and estimates made by the Elmos management. Even though we assume the underlying expectations of the forward-looking statements to be realistic, we cannot guarantee the expectations will prove right. The assumptions may carry risks and uncertainties, and as a result actual events may differ materially from the forward-looking statements. Among the factors that could cause such differences are changes in general economic and business conditions, fluctuations of exchange rates and interest rates, the introduction of competing products, lack of acceptance of new products, and changes in business strategy. Elmos neither intends nor assumes any obligation to update its statements with respect to future events.