This is a press release by RoodMicrotec N.V. in connection with the all-cash recommended public offer by Microtest S.p.A., an entity incorporated under Italian law, controlled by Seven Holding 3 S.à r.l., a wholly owned subsidiary of the private equity fund Xenon Private Equity VII SCA SICAV RAIF, for all the issued and outstanding ordinary shares in the capital of RoodMicrotec N.V..
This press release does not constitute an offer, or any solicitation of any offer, to buy or subscribe for any securities. Any offer will be made only by means of the offer memorandum dated 31 August 2023 and approved on such date by the Dutch Authority for the Financial Markets (Autoriteit Financiële Markten). This press release is not for release, publication or distribution, in whole or in part, in or into, directly or indirectly, the United States, Canada and Japan or in any other jurisdiction in which such release, publication or distribution would be unlawful.
THE SHAREHOLDERS OF ROODMICROTEC ADOPT ALL RESOLUTIONS RELATED TO THE RECOMMENDED PUBLIC OFFER BY MICROTEST
Deventer, October 19, 2023 – Today, RoodMicrotec N.V. held its Extraordinary General Meeting of Shareholders in relation to the recommended public offer by Microtest S.p.A. for all the issued and outstanding ordinary shares in the capital of RoodMicrotec.
All proposed resolutions were adopted, being:
- the Post-Settlement Restructuring Resolution;
- the conditional appointment of Mr. Luca Civita as a member of the Board of Management, with effect as per the Settlement Date;
- the conditional amendment to the articles of association of the Company as per Settlement; and
- the conditional conversion and amendment to the articles of association of the Company as per Delisting.
The EGM presentation as well as the voting results can be found on RoodMicrotec’s corporate website: www.roodmicrotec.com/en/investor-relations-en/annual-general-meeting
The Offer Period will expire on 27 October 2023 at 17:40 hours CEST (unless extended). Shareholders who wish to tender their Shares should contact their financial intermediary to obtain information about the deadline by which such Shareholder must send instructions to the financial intermediary to accept the Offer, as such deadline may be earlier than 27 October 2023.
More information with regard to the Offer can be found at in a subsection of RoodMicrotec’s corporate website: www.roodmicrotec.com/en/investor-relations-en/information-about-the-public-offer-by-microtest-for-roodmicrotec-shares
About RoodMicrotec
RoodMicrotec is a leading independent company for semiconductor supply and quality services. With more than 50 years of experience in the semiconductor and electronics industry, RoodMicrotec is well-established as a highly valued partner for many companies worldwide. The Company provides full-turnkey ASIC services for complex microchips that are customized to handle specific applications for individual customers. In cooperation with strong partners, RoodMicrotec manages the entire development and production flow of ASICs in the target volume, ranging from low quantities up to multiple millions per year. The turnkey solution includes project management, wafer test, assembly, final test, qualification, failure analysis and logistics. All services comply with the industrial and quality requirements of the high reliability, aerospace, automotive, healthcare and industrial sectors. RoodMicrotec’s headquarters are located in Deventer, Netherlands, with operational units in Nördlingen and Stuttgart, Germany
For more information visit https://www.roodmicrotec.com
Further information
Martin Sallenhag - CEO, Arvid Ladega – CFO
Telephone: +31 570 745623 Email: investor-relations@roodmicrotec.com Web: www.roodmicrotec.com
This press release is published in English only. This communication contains information that qualifies as inside information within the meaning of Article 7(1) of the EU Market Abuse Regulation. The company’s managing director and CEO Martin Sallenhag, is responsible for arranging the release of this document on behalf of RoodMicrotec.
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