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Saes Getters

Regulatory Filings May 24, 2024

4297_rns_2024-05-24_6028a415-6c59-4da9-891c-29b698e238b1.pdf

Regulatory Filings

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PRESS RELEASE

Milan, May 24, 2024

ARTICLE PUBLISHED TODAY IN THE DAILY NEWSPAPER "REPUBBLICA" REGARDING THE SGG HOLDING TENDER OFFER

Following the article published today in the daily newspaper La Repubblica, signed by Sara Bennewitz, in order to ensure equality of information among all shareholders and the market, SAES Getters SpA ("Company") reports that i) on May 22, 2024, it received, signed by Dr. Massimo Menchini, Secretary of the Committee of Managers in Assogestioni, "a note highlighting the main observations of the managers, representing in total more than 10 % of the capital of your company" with a request "to forward the document to all members of the board and in particular to the independent directors, in light of their role in issuing the opinion on the fairness of the price of the Offer."

The Company immediately shared the memo with the Board of Directors, including the independent directors and Statutory Auditors, and forwarded it to also the financial advisors engaged by the Board of Directors and the Independent Directors to prepare their fairness opinions in support of their assessments regarding the fairness of the offer price proposed by SGG Holding SpA.

On May 23, 2024, the appointed financial advisors, Pricewaterhousecoopers Business Services S.r.l., for the independent directors and Lazard Srl, for the Board of Directors, issued their fairness opinions. On the same date, the independent directors and the Board of Directors, on the basis of the documentation received, included Assogestioni note, expressed, in both cases unanimously, their favorable opinion regarding the fairness of the price offered.

The Company also points out, for the sake of completeness, that the price indicated as congruous in the Assogestioni note, received by the Company, was euro 32.86 per share, pointing out that the price of euro 34.08 per share, the only one indicated in the La Repubblica article, could have been achieved by using EBITDA 2025, and not the consolidated data available to date.

For the purposes, therefore, of a complete analysis of the total takeover bid, reference is made to all the documentation approved by the Board of Directors yesterday and available on the Company's website, which includes (i) the opinion issued on May 23, 2024 by the independent directors pursuant to Article 39 bis of the Issuers' Regulations, to which was attached the opinion issued by Pricewaterhousecoopers Business Services S.r.l, as financial advisor appointed by the same independent directors for the purposes of their evaluations, as well as (ii) the Communication of the Company, issued by the Company's Board of Directors on May 23, 2024, pursuant to Article 103, paragraphs 3 and 3-bis of the TUF, to which was attached the fairness opinion issued by Lazard Srl, as financial advisor appointed by the Board of Directors.

SAES Group

A pioneer in the development of getter technology, the company SAES Getters S.p.A., together with its subsidiaries is a world leader in a variety of scientific and industrial applications that require high vacuum conditions. In more than 80 years of activity, the Group's getter solutions have been supporting technological innovation in the information display and lamp industries, in sophisticated high vacuum systems and in vacuum thermal insulation, in technologies spanning from large vacuum power tubes to miniaturized devices such as silicon-based microelectronic and micromechanical systems (MEMS).

Starting in 2004, by leveraging the core competencies in special metallurgy and in the materials science, the SAES Group has expanded its business into the advanced material markets, particularly the market of shape memory alloys, a family of materials characterized by super elasticity and by the property of assuming predefined forms when subjected to heat treatment. These special alloys, which today are mainly applied in the biomedical sector, are also perfectly suited to the realization of actuator devices for the industrial sector (domotics, white goods industry, consumer electronics, healthcare, automotive and luxury sector).

More recently, SAES has expanded its business by developing a technological platform that integrates getter materials in a polymeric matrix. These products, initially developed for OLED displays, are currently used in new application sectors, among which optoelectronics, advanced photonics, telecommunications (5G) and mobile phones above all. SAES also offers functional acoustic composites for the consumer electronics market and new functional materials developed from two main technological platforms are being validated: special zeolites and microcapsules. These new developments can find application in various sectors, from cosmetics to the paint & coatings segment, as well as that of polymers of natural origin.

Among the most recent applications, the advanced packaging is a significantly strategic one, in which SAES is offering a range of new products for the food sustainable packaging and competes with recyclable and compostable solutions. Finally, please note the recent establishment of the new unit dedicated to consumer innovation, called B!POD, created with the aim of developing and marketing sustainable products and solutions and combating food waste.

A total production capacity distributed in eight facilities, a worldwide-based sale & technical service network and almost 700 employees allow the Group to combine multi-cultural skills and experience and to be a truly global enterprise.

SAES Group's headquarters are based in Milan.

SAES Getters S.p.A. is listed on the Italian Stock Exchange Market, Euronext STAR segment, since 1986.

More information on the SAES Group is available on the website www.saesgroup.com.

Contacts:

Emanuela Foglia Investor Relations Manager Tel. +39 02 93178 273 E-mail: [email protected]

Corporate Media Relations Close to Media Tel. +39 02 70006237 Enrico Bandini E-mail: [email protected] Federico Maggioni E-mail: [email protected]

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