DISCLOSURE OF INSIDE INFORMATION PURSUANT TO ART. 17 OF THE EU MARKET ABUSE REGULATION (EU 596/2014, MAR)
Key Word(s): Takeover Offer,
Recommended Cash Acquisition of Dialog Semiconductor Plc by Renesas Electronics Corporation - Update on Conditions and Timetable
London, 16 August 2021 - Dialog Semiconductor Plc ("Dialog" or the "Company") is pleased to announce that, as of today, the Taiwan Fair Trade Commission has waived its jurisdiction to review the recommended cash acquisition by Renesas Electronics Corporation of the entire issued and to be issued share capital of Dialog (the "Acquisition").
Accordingly, and following prior receipt of applicable anti-trust and/or foreign investment clearances, no further anti-trust and/or foreign investment clearances are expected to be required in order for the Acquisition to complete.
The Acquisition will be implemented by means of a scheme of arrangement under Part 26 of the Companies Act (the "Scheme"), which was contained in a document published on 8 March 2021 (the "Scheme Document").
The Scheme remains subject to the satisfaction or (if capable of waiver) waiver of certain remaining conditions set out in the Scheme Document, including the Court's sanction of the Scheme at the Court Sanction Hearing and the delivery of the Court Order to the Registrar of Companies. It is expected that the Scheme will become effective in accordance with its terms after 6.30 p.m. on 30 August 2021.
The current expected timetable of principal events for the implementation of the Scheme is set out below.
Event | Time and/or date |
Court Sanction Hearing......................... | 27 August 2021 |
Last day for dealings in, and for registration | 30 August 2021 |
of transfers of, Dialog Shares................. | |
Scheme Record Time............................. | 6.30 p.m. on 30 August |
2021 | |
Effective Date................................. | after 6.30 p.m. on 30 |
August 2021 | |
Suspension of trading in Dialog Shares on the | prior to commencement |
Frankfurt Stock Exchange ("FSE")............... | of trading hours on |
the FSE on 31 August | |
2021 | |
Termination of trading in Dialog Shares on the | after the end of |
FSE............................................ | trading hours on the |
FSE on 31 August 2021 | |
Cancellation of listing of Dialog Shares on the | in due course after |
FSE............................................ | termination of trading |
in Dialog Shares |
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Draft Linklaters LLP/04/08/2021
Record date for payments in respect of | 6.00 p.m. (Frankfurt |
Clearstream Interests.......................... | time) on 2 September |
2021 | |
Latest date for despatch of electronic payments | Not later than 13 |
through Clearstream (and, if relevant, cheques) | September 2021 |
for cash consideration due under the Scheme.... | |
Long Stop Date................................. | 21 January 2022 |
The dates and times given are indicative only and are based on current expectations and are subject to change. References to times are to London, United Kingdom time unless otherwise stated. If any of the times and/or dates above change, the revised times and/or dates will be announced by the Company.
Further details will be announced by the Company as soon as practicable
and will be made available in due course on Dialog's website at https://www.dialog-semiconductor.com/acquisition-microsite.
Contact:
Dialog Semiconductor Plc
Investor Relations
Mark Tyndall
phone: +49 (0) 1727 226 409
e-mail: mark.tyndall@diasemi.com
Jose Cano
phone: +44 (0) 1793 756 961
e-mail: jose.cano@diasemi.com
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Dialog Semiconductor plc published this content on 16 August 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 16 August 2021 10:52:04 UTC.