AMS Implements a Revised Earn-Out Structure Gaining 100% Acceptance by Former Heptagon Shareholders to Reflect Higher-Than-Expected Capital Expenditure Requirements

Press Wire ♦ Published: March 27, 2018; 17:37 ♦ (Vindobona)

AMS, a leading worldwide supplier of high performance sensor solutions, made an arrangement with 100% of the former shareholders of Heptagon which provides for a revised earn-out structure predominantly consisting of a share distribution. ams announced on 20 February 2018 that the company had submitted a proposal to the former shareholders of Heptagon for a revised shares-only earn-out structure (contingent on an approval threshold of 60% of the preferred shareholdings) reflecting the higher-than-expected capital expenditures and resources which were required for Heptagon's business to realize its 2017 revenue pipeline.

AMS Implements a Revised Earn-Out Structure Gaining 100% Acceptance by Former Heptagon Shareholders to Reflect Higher-Than-Expected Capital Expenditure Requirements / Picture: © Austria Microsystems

The key elements of the final earn-out structure are a total distribution of
3,855,082 ams shares together with an ancillary cash distribution of USD 15
million. Adding a limited cash portion helped to achieve a 100% acceptance rate
by the Heptagon shareholders so that the final earn-out structure results in a
significantly reduced cash requirement when compared…

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