20.12.2016
AIXTRON SE DE000A0WMPJ6
DGAP-News: AIXTRON SE Announces Intention to Voluntarily Delist its American Depositary Shares (ADSs) from NASDAQ and Deregister with the Securities and Exchange Commission (SEC) / AIXTRON Intends to Terminate its ADS Program / Purpose is to reduce Comple
DGAP-News: AIXTRON SE / Key word(s): Delisting/Letter of Intent
AIXTRON SE Announces Intention to Voluntarily Delist its American Depositary
Shares (ADSs) from NASDAQ and Deregister with the Securities and Exchange
Commission (SEC) / AIXTRON Intends to Terminate its ADS Program / Purpose is
to reduce Complexity and Costs
20.12.2016 / 15:38
The issuer is solely responsible for the content of this announcement.
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AIXTRON SE Announces Intention to Voluntarily Delist its American
Depositary Shares (ADSs) from NASDAQ and Deregister with the Securities and
Exchange Commission (SEC)
AIXTRON Intends to Terminate its ADS Program
Purpose is to reduce Complexity and Costs
Herzogenrath/Germany, December 20, 2016 - AIXTRON SE ("Company") (FSE:
AIXA; NASDAQ: AIXG) today announced that it intends to voluntarily delist
its American Depositary Shares (ADSs) from The NASDAQ Global Select Market
("NASDAQ") and deregister and terminate its reporting obligations under the
Securities Exchange Act of 1934, as amended ("Exchange Act").
Trading over the past 12 months on NASDAQ accounted for less than 5% of the
worldwide trading volume of the Company's Ordinary Shares, while nearly all
of the remainder of the trading was conducted through the Company's listing
on the Frankfurt Stock Exchange. Given the comparatively low trading
volumes on NASDAQ, the Company believes that the complexity as well as the
costs and efforts associated with maintaining a dual listing, including
reporting obligations with the Securities and Exchange Commission ("SEC"),
outweigh the benefits of continuing its listing and registration in the
United States.
The Company is in compliance with all of its listing requirements. AIXTRON
has provided written notice to the NASDAQ Stock Market of its intention to
delist and expects to file a Form 25, Notification of Removal from Listing
and/or registration under Section 12(b) of the Exchange Act with the SEC on
or about December 30, 2016 to effect the delisting. The Company anticipates
that the last day of trading of the ADSs on NASDAQ will be on or about
December 30, 2016. Furthermore, the Company anticipates that its ADSs will
thereafter be traded on the U.S. over-the-counter market. The Company will
notify the depositary Bank of New York Mellon ("Depositary") that it wishes
to terminate the ADS program. In due course, the Depositary will notify all
ADS holders advising on the process for surrendering their ADSs in favor of
the underlying Ordinary Shares of the Company. The Company's Ordinary
Shares will continue to trade on all German Stock Exchanges, including the
Frankfurt Stock Exchange under the stock symbol "AIXA". It is expected that
the delisting of Company's ADSs and deregistration will have no other
impact on the listing of Company's Ordinary Shares on the Frankfurt Stock
Exchange.
The Company also intends to deregister and terminate its reporting
obligations under the Exchange Act. The Company intends to file a Form 15F
with the SEC on or about January 9, 2017. As of the date of the filing of
the Form 15F, the Company's obligation to file reports under the Exchange
Act will be immediately suspended. Other filing requirements will terminate
upon the effectiveness of the deregistration under Section 12(g) of the
Exchange Act, which is expected to occur 90 days after the filing of the
Form 15F.
The Company AIXTRON intends to continue to provide stockholders with
audited annual financial statements prepared in accordance with
International Financial Reporting Standards, as issued by the International
Accounting Standards Board, quarterly financial information, corporate news
and other information in German and English and to make such information
publicly available on its website at www.aixtron.com.
Furthermore, AIXTRON will provide additional material information regarding
its business and operations by way of public disclosures including press
releases and presentations on its website, will continue to hold
shareholder meetings as required by law and will continue to exercise good
corporate governance.
Contact:
Guido Pickert
Investor Relations and Corporate Communications
T: +49 (2407) 9030-444
F: +49 (2407) 9030-445
[email protected]
For further information on AIXTRON SE (FSE: AIXA, ISIN DE000A0WMPJ6;
NASDAQ: AIXG, ISIN US0096061041) please consult our website at:
www.aixtron.com.
Our registered trademarks: AIXACT(R), AIXTRON(R), Atomic Level
SolutionS(R), Close Coupled Showerhead(R), CRIUS(R), Gas Foil Rotation(R),
Optacap(TM), OVPD(R), Planetary Reactor(R), PVPD(R), TriJet(R)
Cautionary statement regarding forward-looking statements
Certain statements made in this announcement may include "forward-looking
statements" within the meaning of Section 27A of the Securities Act and
Section 21E of the US Securities Exchange Act of 1934. These statements are
generally identified by words or phrases such as "believe", "anticipate",
"expect", "intend", "plan", "will", "may", "should", "estimate", "predict",
"potential", "continue" or the negative of such terms or other similar
expressions. This document contains forward-looking statements, including
statements as to the expected impact of and benefits from the delisting and
deregistration, statements as to the timing and dates of effectiveness of
notices and filings to be made in connection with the delisting and
deregistration process and statements as to the intention to continue
providing information to investors. These statement are based on current
expectations, assumptions, estimates and projections, and involve known and
unknown risks, uncertainties and other factors, discussed in the Company's
public filings with the SEC, including the "Risk Factors" section of the
Company's Form 20-F filed on February 23, 2016, many of which are outside
the control of the Company that may cause results, levels of activity,
performance or achievements to be materially different from any future
statements. If underlying assumptions prove inaccurate or unknown risks or
uncertainties materialize, actual results and the timing of events may
differ materially from the results and/or timing discussed in the forward-
looking statements, and you should not place undue reliance on these
statements. The Company undertakes no obligation to revise or update any
forward-looking statements as a result of new information, future events or
otherwise, unless expressly required to do so by law. Readers are cautioned
not to place undue reliance on these forward-looking statements, which
speak only as of their dates.
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20.12.2016 Dissemination of a Corporate News, transmitted by DGAP - a
service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Archive at www.dgap.de
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Language: English
Company: AIXTRON SE
Dornkaulstraße 2
52134 Herzogenrath
Germany
Phone: +49 (2407) 9030-0
Fax: +49 (2407) 9030-40
E-mail: [email protected]
Internet: www.aixtron.com
ISIN: DE000A0WMPJ6, US0096061041, DE000A2BPYT0
WKN: A0WMPJ, A0D82P, A2BPYT
Listed: Regulated Market in Frankfurt (Prime Standard); Regulated
Unofficial Market in Berlin, Dusseldorf, Munich, Stuttgart,
Tradegate Exchange; Nasdaq
End of News DGAP News Service
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531963 20.12.2016
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