EANS-Adhoc

ams AG / ams launches offering by way of private placement of approx. EUR 750 million convertible bonds due 2027; pre-announces third quarter results for ams business with revenues of USD 564 m - Seite 2

The issuance of the Bonds and new bridge facility will together serve to secure
comprehensive funding to implement the domination and profit and loss transfer
agreement with OSRAM (following approval by the shareholders) as well as
subsequent steps in order to realize the full integration of OSRAM. In line with
ams' long-term funding strategy and prudent balance sheet management, the above-
mentioned transactions will complement the term profile of existing debt and
maximize financial flexibility for ams.

At this time, ams pre-announces third quarter 2020 results for the ams business
excluding OSRAM showing high quarter-on-quarter revenue growth to USD 564
million and very good profitability with an adjusted EBIT margin of 23%, both
towards the top end of the stated expectation range. These robust results were
particularly driven by continued strength in ams' consumer business despite the
macroeconomic effects of the Covid-19 pandemic and negative exchange rate
developments in the quarter.

ams also provides a financial outlook for the fourth quarter 2020 comprising the
ams business only, based on currently available information. ams sees strong
business momentum continuing in the fourth quarter given significant seasonal
ramps and resilient demand in ams' consumer business, notwithstanding the
ongoing global pandemic and related economic uncertainties. Improving demand
trends are taking hold in ams' automotive, industrial and medical businesses
comple-menting this development. ams therefore expects fourth quarter revenues
of USD 650-690 million for the ams business, up 19% sequentially and 2% year-on-
year at the midpoint, while adjusted EBIT margin is expected to grow
meaningfully quarter-on-quarter to 24-27% of revenues. ams will be fully
consolidating OSRAM as of the beginning of the third quarter 2020 and intends to
show OSRAM as a separate reporting segment. As previously announced, ams will
publish full consolidated third quarter results including OSRAM on 6 November
2020.

The Bonds will have a maturity of 7 years, will be issued at 100% of their
principal amount and, if not converted, will be redeemed at 100% of their
principal amount subject to the share redemption option in accordance with the
terms and conditions of the Bonds. The Bonds are expected to bear interest at a
rate between 1.875% and 2.375% per annum, payable semi-annually in arrear,
subject to a step-up if certain conditions are not satisfied.

The Bonds will be convertible into new or existing ordinary no par value bearer
shares equal to up to 10% of the current issued share capital. Subscription
rights of existing shareholders of ams to subscribe to the Bonds have been