SunEdison Semi (SEMI) Shareholders Approve GlobalWafers Deal

November 7, 2016 9:27 AM EST

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GlobalWafers Co., Ltd. (“GlobalWafers”) and SunEdison Semiconductor Limited (Nasdaq: SEMI) announced that at a meeting of SunEdison Semiconductor’s shareholders held on November 7, 2016, the scheme of arrangement governing the proposed acquisition of SunEdison Semiconductor by GlobalWafers was adopted and approved by SunEdison Semiconductor’s shareholders. Of the shares that voted at the meeting, greater than 95% voted in favor of the adoption and approval of the scheme of arrangement.

As previously announced on August 17, 2016, GlobalWafers and SunEdison Semiconductor entered into a definitive agreement for the acquisition by GlobalWafers, through a wholly owned subsidiary, of all of the outstanding ordinary shares of SunEdison Semiconductor in an all-cash transaction valued at US$683 million, including SunEdison Semiconductor outstanding net indebtedness, pursuant to a scheme of arrangement under Singapore law. Under the terms of the agreement, SunEdison Semiconductor shareholders will receive, upon consummation of the scheme of arrangement, US$12.00 per share in cash for each ordinary share.

As also previously announced, all pre-closing antitrust approvals in connection with the proposed acquisition of SunEdison Semiconductor by GlobalWafers have been obtained. The transaction is anticipated to close prior to December 31, 2016, subject to the satisfaction or waiver of other customary closing conditions and the order of the Singapore court sanctioning the scheme of arrangement.



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