KEMET and Yageo Complete Merger
June 15 2020 - 8:34AM
KEMET Corporation (“KEMET”) (NYSE: KEM) today announced the
completion of the acquisition of KEMET by Yageo Corporation
(“Yageo”) (TAIEX: 2327).
In accordance with the terms of the merger agreement, Yageo has
acquired all of the outstanding shares of KEMET’s common stock for
US $27.20 per share in an all-cash transaction with an equity value
of approximately US $1.6 billion. As a result of the transaction,
KEMET is now a wholly-owned subsidiary of Yageo, and KEMET’s common
stock is no longer listed on any public market.
Established in 1919 and headquartered in Fort Lauderdale,
Florida, KEMET is a leading global supplier of high-end electronic
components with a global footprint that includes 21 manufacturing
facilities and approximately 12,500 employees located in 21
countries in the Americas, Asia and Europe. KEMET’s main products
include tantalum capacitors, ceramic capacitors, magnetic, sensors
and actuators, and film and electrolytic capacitors. KEMET’s
products serve a number of applications, such as advanced
automotive electronics, industrial applications, aerospace,
medical, as well as smartphones, cloud/networking equipment,
wireless communications, alternative energy and 5G technology.
Holding more than 1,600 patents and trademarks worldwide, KEMET has
established a leading position for its products via its advanced
R&D and technical staff and design-in capabilities.
Together with KEMET, Yageo will be well positioned as a one-stop
provider of passive electronic components, including a leading
portfolio of polymer, tantalum, ceramic, film and electrolytic
capacitors, chip resistors, circuit protection as well as
magnetics, sensors and actuators, all addressing a full range of
end market segments. The combined company will have an enhanced
global footprint and be better able to partner with long-standing,
blue chip customers worldwide through a combined 42 manufacturing
plants and 14 dedicated R&D centers.
William M. Lowe, Jr., Chief Executive Officer of KEMET, said,
“The closing of this transaction is the culmination of an extensive
process by the KEMET board in an effort to enhance value for
KEMET’s stockholders. KEMET as part of the Yageo family will be
well positioned to continue as a leading global provider of passive
electronic components.”
Advisors
Citi served as financial advisor to Yageo, and Simpson Thacher
& Bartlett LLP and Tsar & Tsai Law Firm in Taiwan served as
legal advisors. Goldman Sachs & Co. LLC served as financial
advisor to KEMET and Skadden, Arps, Slate, Meagher & Flom LLP
and LCS & Partners Law Firm in Taiwan served as legal
advisors.
About KEMET
KEMET offers our customers the broadest selection of capacitor
technologies in the industry, along with an expanding range of
sensors, actuators and electromagnetic compatibility solutions.
KEMET operates manufacturing facilities, sales and distribution
centers around the world. Additional information about KEMET can be
found at http://www.KEMET.com.
Cautionary Statement on Forward-Looking
Statements
Certain statements herein contain “forward-looking statements”
within the meaning of federal securities laws about KEMET’s
financial condition and results of operations that are based on
management’s current expectations, estimates and projections about
the markets in which KEMET operates, as well as management’s
beliefs and assumptions. Words such as “expects,” “anticipates,”
“believes,” “estimates” or other similar expressions and future or
conditional verbs such as “will,” “should,” “would” and “could” are
intended to identify such forward-looking statements. These
statements are not guarantees of future performance and involve
certain risks, uncertainties and assumptions, which are difficult
to predict. Therefore, actual outcomes and results may differ
materially from what is expressed or forecasted in, or implied by,
such forward-looking statements.
This communication includes forward-looking statements relating
to the merger between KEMET and Yageo, including financial
estimates and statements as to the completion and effects of the
merger. These estimates and statements are subject to risks and
uncertainties, and actual results might differ materially. Such
estimates and statements include, but are not limited to,
statements about the benefits of the merger, including future
financial and operating results, the combined company’s plans,
expectations and intentions, and other statements that are not
historical facts. Such statements are based upon the current
beliefs and expectations of KEMET’s management and are subject to
significant risks and uncertainties outside of KEMET’s control.
Actual results could differ materially based on factors including,
but not limited to: (i) potential adverse effects or changes to
relationships with customers, employees, suppliers or other parties
resulting from the completion of the merger; (ii) the effect of any
lawsuits against KEMET and its directors relating to the merger and
potential lawsuits that could be instituted against KEMET or its
directors and officers, including the effects of any outcomes
related thereto; (iii) the risks and uncertainties associated with,
and resulting from, the COVID-19 pandemic or (iv) possible
disruptions from the merger that could harm KEMET’s business,
including current plans and operations.
Discussions of additional risks and uncertainties are contained
in KEMET’s filings with the U.S. Securities and Exchange
Commission. Readers are cautioned not to place undue reliance on
these forward-looking statements, which reflect KEMET’s judgment
only as of the date hereof. KEMET undertakes no obligation to
update publicly any of these forward-looking statements to reflect
new information, future events or otherwise.
Contact: |
KEMET Corporation: |
|
Gregory C. Thompson |
|
Executive Vice President and |
|
Chief Financial Officer |
|
GregThompson@KEMET.com |
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