One Siemens Energy share for every two Siemens shares
Further details on energy business spin-off(PresseBox) ( Munich, )
Siemens AG to spin off 55 percent of Siemens Energy to Siemens shareholders
Plans call for further reducing Siemens’ stake significantly within 12 to 18 months after spin-off’s effective date
Siemens AG contractually obligated to ensure Siemens Energy’s autonomy and independence
Siemens Energy to have strong capital and liquidity base; solid investment-grade rating targeted
Initial listing of new shares planned for September 28, 2020
Siemens AG has today published key details of the spin-off of its energy business, together with the invitation to the Extraordinary Shareholders’ Meeting on July 9, 2020. Issuance of the spin-off report marks another key milestone in the creation of an independent, world-leading energy pure play. Siemens shareholders are to automatically receive one share of Siemens Energy AG for every two shares of Siemens AG. Fifty-five percent of Siemens Energy will be spun off to Siemens shareholders. Depending on the strategic and operational development of the two companies, Siemens AG intends to further reduce its stake in Siemens Energy significantly within 12 to 18 months. In addition, Siemens has placed itself under a contractual obligation to refrain from exercising a controlling influence over the new company in the future. Subject to approval by the Extraordinary Shareholders’ Meeting, plans call for the spin-off to take place, as announced, by the end of September 2020. The initial listing is to take place on September 28th, 2020.
The full text of the press release can be found in the attached PDF.
This press release and the information contained herein are for information purposes only and do not constitute a prospectus or an offer to sell or a solicitation of an offer to buy or subscribe for any securities in the United States of America ("U.S."), Canada, Japan, Australia or in any other jurisdiction. Any securities to be distributed in connection with this transaction have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or the laws of any state of the U.S. Neither Siemens Energy AG nor Siemens AG intends to register any securities referred to herein in the U.S.
This communication is being distributed to, and is directed only at, persons in the United Kingdom in circumstances where section 21(1) of the Financial Services and Markets Act 2000 does not apply. This document does not constitute an offer document or an offer of securities to the public in the U.K. to which section 85 of the Financial Services and Markets Act 2000 of the U.K. applies and is not, and should not be considered as, a recommendation that any person should subscribe for or purchase any securities. This document is being communicated only to (i) persons who are outside the U.K.; (ii) persons who have professional experience in matters relating to investments falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order") or (iii) persons within the scope of article 43 of the Order or (iv) high net worth companies, unincorporated associations and other bodies who fall within article 49(2)(a) to (d) of the Order (all such persons together being referred to as "Relevant Persons"). Any investment or investment activity to which this document relates is available only to and will be engaged in only with Relevant Persons, and any person who is not a Relevant Person must not act or rely on this communication or any of its contents. This document should not be published, reproduced, distributed or otherwise made available, in whole or in part, to any other person without the prior consent of the Company.
This press release contains forward-looking statements. These statements are based on the current views, expectations, assumptions and information of the management of Siemens AG and Siemens Energy AG. Forward-looking statements involve known and unknown risks and uncertainties and, therefore, should not be construed as guarantees of future results, performance and events. Actual results, performance or events may differ materially from those described in such statements due to, among other things, changes in the general economic and competitive environment, risks associated with capital markets, currency exchange rate fluctuations, changes in international and national laws and regulations, in particular with respect to tax laws and regulations, affecting Siemens Energy AG, and other factors. Siemens AG or Siemens Energy AG do not undertake any obligation to update any forward-looking statements.