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    AMS   AT0000A18XM4

AMS AG

(AMS)
  Report
Delayed Quote. Delayed Swiss Exchange - 05/14 11:30:58 am
17.545 CHF   -0.79%
05/13AMSá : Barclays reiterates its Sell rating
MD
05/06AMSá : Deutsche Bank reiterates its Neutral rating
MD
05/04Global markets live: Verizon, Pandora, HelloFresh...
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PRESS RELEASE : ams AG / Convocation of the Annual General Meeting of ams AG - ATTACHMENT

05/04/2021 | 02:31am EDT
=------------------------------------------------------------------------------- 
  Corporate news transmitted by euro adhoc with the aim of a Europe-wide 
  distribution. The issuer is responsible for the content of this announcement. 
=------------------------------------------------------------------------------- 
 
Annual & Special Corporate Meetings 
 
Premstaetten - 
                                  NON-BINDING 
                                  CONVENIENCE 
                                  TRANSLATION 
                                     ams AG 
                       Company Register Number FN 34109 k 
                               ISIN AT0000A18XM4 
                                  CONVOCATION 
                                     of the 
                        Annual General Meeting of ams AG 
               on Wednesday, June 2, 2021 at 10.00 am Vienna time 
      at the Company´s seat at A-8141 Premstaetten, Tobelbader Strasse 30. 
 
  1. HOLDING OF THE GENERAL MEETING IN VIRTUAL FORM WITHOUT PHYSICAL PRESENSE OF 
     THE SHAREHOLDERS 
  2. COVID-19 Act on Corporate Law (COVID-19-CorpAct) and COVID-19 Regulation on 
     Corporate Law (COVID-19-CorpReg) 
 
The General Meeting of ams AG will be held on June 2, 2021 in the form of a 
"virtual general meeting" pursuant to section 1 para 2 of the COVID-19-CorpAct 
(BGBl. I Nr. 16/2020 idF BGBl. I Nr. 156/2020) and the COVID-19-CorpReg (BGBl. 
II Nr. 140/2020) in its applicable version. The Management Board's decision to 
hold the Annual General Meeting in the form of a "virtual general meeting" was 
necessary due to the current situation of the COVID-19 pandemic, particularly 
for the protection of the Company's shareholders, employees and other 
participants. 
This means that shareholders cannot be physically present at the General Meeting 
of ams AG on June 2, 2021. 
The virtual General Meeting will be held in the exclusive presence of the 
Chairman of the Supervisory Board, the Deputy Chairman of the Supervisory Board, 
the Chairman of the Management Board and further members of the Management 
Board, the attesting public notary and four independent special voting proxies, 
appointed by the Company, at the Company's premises in 8141 Premstaetten, 
Tobelbader Strasse 30. 
The holding of the Annual General Meeting as virtual general meeting pursuant to 
COVID-19-CorpReg leads to modifications and changes in the procedure of the 
general meeting and the exercise of the rights of the shareholders. 
The voting right, the right to make motions and the right to raise objections 
can be exercised only through granting of power of attorney and issuing 
respective instructions to one of the special voting proxies appointed by the 
Company. 
The information rights can be exercised directly by the shareholders also in 
this virtual General Meeting by way of electronic communication, i.e. in text 
form via e-mail exclusively to fragen.ams@hauptversammlung.at, provided that the 
shareholders have provided a deposit confirmation pursuant to section 10a of the 
Austrian Stock Corporation Act ("AktG") in time and granted power of authority 
to one of the special voting proxies pursuant to section 5. 
 
  1. Broadcasting of the General Meeting on the Internet 
 
The General Meeting will be entirely broadcast live in both audio and visual 
form on the internet pursuant to section 3 para 4 COVID-19-CorpReg in 
conjunction with section 102 para 4 AktG. This is in compliance with data 
protection laws pursuant to section 3 para. 1, 2 and 4 COVID-19-CorpReg. 
All shareholders of the Company can follow and watch the General Meeting on 2 
June 2021 from about 10.00am, Vienna time, live on the internet under 
www.ams.com/general-meeting. 
By way of this real time broadcast of the virtual General Meeting, all 
shareholders may follow the course of the General Meeting through one-way audio 
and visual connection, particularly the presentations of the Management Board, 
the answers to all questions of the shareholders as well as the voting procedure 
live. 
This live broadcast does not enable remote participation (section 102 para 2 no. 
2 AktG) or remote voting (section 102 para 3 no. 3 and section 126 AktG), and is 
not a two-way connection. The Company is responsible for the use of technical 
means of communication only to the extent that these are attributable to the 
Company's sphere (section 2 para 6 COVID-19-CorpReg). 
In addition, reference is made to the organisational and technical requirements 
for the attendance of the virtual General Meeting pursuant to section 3 para 3 
in conjunction with section 2 para 4 COVID-19-CorpReg ("Information on 
Participation"). Such information will be made available on the Company's 
website under www.ams.com/general-meeting [http://www.ams.com/general-meeting] 
by May 12, 2021 at the latest. 
 
AGENDA 
 
  1. Presentation of the annual accounts, including the report of the Management 
     Board, the corporate governance report, the group accounts together with 
     the group annual report, the proposal for the distribution of the profit 
     and the report of the Supervisory Board for the business year 2020 
  2. Resolution on the distribution of the balance-sheet profit 
  3. Resolution on the discharge of the members of the Management Board for the 
     business year 2020 
  4. Resolution on the discharge of the members of the Supervisory Board for the 
     business year 2020 
  5. Resolution on the remuneration of the members of the Supervisory Board 
  6. Resolution on the election of the auditor and the group auditor for the 
     business year 2021 
  7. Resolution on the Remuneration Policy 
  8. Resolution on the Remuneration Report 
  9. Resolution on the amendment of § 8 para 1 of the Articles of Association 
     (Increase of the number of Supervisory Board Members) 
 10. Election of two members to the Supervisory Board 
 11. Resolution on the amendment of § 1 para 1 of the Articles of Association 
     (Change of Company Name) 
 12. Resolution on the creation of a new authorized capital of roughly 4% of the 
     share capital, against contribution in cash and/or in kind and direct 
     exclusion of subscription rights, and the corresponding amendment of the 
     Articles of Association in Article 3 para 5 
     [Authorized Capital 2021] 
 13. Resolution on the authorization of the Management Board 
 
a) to acquire own stock in accordance with section 65 para 1 no 4 and 8, para 1a 
and para 1b AktG, either through a stock exchange or outside of a stock exchange 
to an extent of up to 10% of the share capital, also with exclusion of the 
proportional right of disposal which might be associated with such an 
acquisition (reversal of exclusion of subscription rights), 
b) to decide pursuant to section 65 para 1b AktG for the sale respectively use 
of own stock on any other mode of disposal for the sale of own stock than via 
the stock exchange or through a public offering under corresponding application 
of the provisions of the exclusion of subscription rights of the stockholders, 
c) to reduce the share capital by calling in these own stock without the need of 
any further resolution to be adopted by the General Meeting. 
Report on the stock, purchase and sale of own shares pursuant to section 65 para 
3 AktG 
 
 
DOCUMENTS FOR THE GENERAL MEETING (section 106 no. 4 AktG) 
In particular, the following documents will be accessible on the Company's 
website www.ams.com/general-meeting [http://www.ams.com/general-meeting] as of 
May 12, 2021 at the latest: 
 
* Information on the organizational and technical prerequisites for 
  participation in accordance with COVID-19-CorpReg("Information on 
  Participation") 
* Annual accounts with the report of the Management Board, 
* Corporate Governance-Report, 
* Annual group accounts with the group annual report, 
* Resolution on the appropriation of the profits, 
* Report of the Supervisory Board, each for the business year 2020; 
* Remuneration Policy; 
* Remuneration Report; 
* Declaration of the candidates for election to the Supervisory Board to agenda 
  item 10 in accordance with section 87 para 2 AktG, including curricula vitae; 
* Report of the Management Board on the authorization for the exclusion of 
  subscription rights in connection with agenda item 12 on the Authorized 
  Capital pursuant to section 170 para 2 in conjunction with section 153 para 4 
  and section 159 para 2 no 3 AktG; 
* Joint Report of the Management Board and the Supervisory Board on agenda item 
  13 pursuant to sections 65 para 1b in connection with 170 para 2 AktG, section 
  153 para 4 sentence 2 + 3 AktG, and section 159 para 2 no 3 AktG;; 
* Proposals for Resolutions on agenda items 2 to 13; 
* Form for power of attorney to Special Voting Proxies; 
* Form for questions; 
* Form for revoking a power of attorney; 
* Complete text of this convocation. 
 
 
 
ReCORD DATE and attendance of General Meeting (section 106 no. 6 and 7 AktG) 
The right to attend the virtual General Meeting and to exercise the voting right 
and the other shareholder rights, which are to be exercised in the virtual 
General Meeting pursuant to COVID-19-CorpReg, depend on the shareholding as of 
May 23, 2021, 12:00 midnight, Vienna time ("Record Date"). 
Only such persons who are shareholders on the Record Date and provide evidence 
thereof to the Company shall be entitled to participate in the virtual General 
Meeting held pursuant to COVID-19-CorpReg. 
For evidence of share ownership on the Record Date, a deposit certificate 
pursuant to § 10a AktG is required, which refers to the Record Date and which 
must be received by the Company no later than May 28, 2021, 12:00 midnight, 
Vienna time, exclusively via one of the following communication channels and 
addresses: 
 
for transmission of the deposit certificate in written form 
By mail or by courier: ams AG 
c/o HV-Veranstaltungsservice GmbH 
Koeppel 60 
A-8242 St. Lorenzen am Wechsel 
Via SWIFT: GIBAATWGGMS 
(Message Type MT598 and MT599; ISIN AT0000A18XM4 must be included in the text) 
 

(MORE TO FOLLOW) Dow Jones Newswires

May 04, 2021 02:30 ET (06:30 GMT)

Stocks mentioned in the article
ChangeLast1st jan.
AMS AG -0.79% 17.545 Delayed Quote.-8.65%
DJ INDUSTRIAL 1.06% 34382.13 Delayed Quote.9.74%
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Financials
Sales 2021 5 204 M 6 320 M 6 320 M
Net income 2021 235 M 285 M 285 M
Net Debt 2021 1 905 M 2 313 M 2 313 M
P/E ratio 2021 16,0x
Yield 2021 -
Capitalization 4 175 M 5 064 M 5 071 M
EV / Sales 2021 1,17x
EV / Sales 2022 1,04x
Nbr of Employees 29 753
Free-Float 94,1%
Chart AMS AG
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Technical analysis trends AMS AG
Short TermMid-TermLong Term
TrendsNeutralBearishNeutral
Income Statement Evolution
Consensus
Sell
Buy
Mean consensus BUY
Number of Analysts 14
Average target price 21,79 €
Last Close Price 16,02 €
Spread / Highest target 63,5%
Spread / Average Target 36,0%
Spread / Lowest Target -14,7%
EPS Revisions
Managers and Directors
NameTitle
Alexander Friedrich Everke Chief Executive Officer
Ingo Bank Chief Financial Officer
Hans J÷rg Kaltenbrunner Chairman-Supervisory Board
Thomas Stockmeier Chief Technology Officer
Michael Grimm Vice Chairman-Supervisory Board
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