Genus (NASDAQ:GGNS)
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Genus Shareholders Approve Acquisition by Merger With AIXTRON
SUNNYVALE, Calif., March 10 /PRNewswire-FirstCall/ -- Genus Inc., a leading
provider of thin film deposition equipment for the semiconductor and data
storage industries, announced today that the merger with AIXTRON AG, a leading
provider of equipment for compound semiconductor epitaxy, has been completed
pursuant to the laws of the State of California. The shareholders of Genus, at
a special meeting held on March 10, 2005, approved the merger with a majority
of approximately 61 percent of the Genus outstanding shares entitled to vote at
the meeting. Of the shareholders who voted, 94 percent were in favor of the
transaction.
The American Depositary Shares (ADS) to be issued in the merger to former Genus
shareholders will commence trading on NASDAQ on March 11, 2005. Genus
shareholders will receive 0.51 AIXTRON ADS in exchange for each Genus share.
The AIXTRON ordinary shares underlying the ADS are also expected to be admitted
for trading next week at the Frankfurt Stock Exchange following the
registration of a share capital increase of AIXTRON which was approved during
AIXTRON's extraordinary shareholders meeting held on September 30, 2004.
Commenting on the merger, Paul Hyland, CEO of AIXTRON AG, said, "We are
delighted that the Genus shareholders voted in favor of the transaction. By
combining the two companies we are creating one of the world's premier
suppliers of advanced deposition technologies for the semiconductor industry.
This transaction enables us to leverage the two companies' complementary
strengths and gain the critical mass required to successfully compete in both
the compound semiconductor and semiconductor equipment industries."
"We would like to thank all of our shareholders for their support on this very
important strategic move," commented Bill Elder, chairman and CEO of Genus. "In
the combined companies' position portfolio, AIXTRON's leading MOCVD equipment
for the production of LEDs, high frequency chips and lasers, and in particular
their ALD technology, will nicely complement Genus' leading-edge ALD
technology, which is required in the production of advanced semiconductors and
hard disc drives."
Forward-Looking Statements
This news release may contain forward-looking statements about the business,
financial condition, results of operations and earnings outlook of AIXTRON
within the meaning of the "safe harbor" provisions of the United States Private
Securities Litigation Reform Act of 1995. Words such as "may," "will,"
"expect," "anticipate," "contemplate," "intend," "plans," "believe," "continue"
and "estimate," and variations of these words and similar expressions, identify
these forward-looking statements. These statements are not guarantees of future
performance, involve certain risks, uncertainties and assumptions that are
difficult to predict, and are based upon assumptions as to future events that
may not prove accurate. Therefore, actual outcomes and results may differ
materially from what is expressed herein. In any forward-looking statement in
which AIXTRON expresses an expectation or belief as to future results, such
expectation or belief is expressed in good faith and believed to have a
reasonable basis, but there can be no assurance that the statement or
expectation or belief will result or be achieved or accomplished. Actual
operating results may differ materially from such forward-looking statements
and are subject to certain risks, including risks arising from: actual
customer orders received by AIXTRON; the extent to which metal-organic chemical
vapor deposition, or MOCVD, technology is demanded by the market place; the
timing of final acceptance of products by customers; the financial climate and
accessibility of financing; general conditions in the thin film equipment
market and in the macro-economy; cancellations, rescheduling or delays in
product shipments; manufacturing capacity constraints; lengthy sales and
qualification cycles; difficulties in the production process; changes in
semiconductor industry growth; increased competition; exchange rate
fluctuations; availability of government funding; variability and availability
of interest rates; delays in developing and commercializing new products;
general economic conditions being less favorable than expected; and other
factors. The forward-looking statements contained in this news release are made
as of the date hereof and AIXTRON does not assume any obligation to (and
expressly disclaims any such obligation to) update the reasons why actual
results could differ materially from those projected in the forward-looking
statements. Any reference to the Internet website of AIXTRON is not an
incorporation by reference of such information in this news release, and you
should not interpret such a reference as an incorporation by reference of such
information.
Additional Information
For additional information about factors that could affect our future financial
and operating results, see our filings with the Securities and Exchange
Commission, including the Registration Statement on Form F-4 (Regis.No.
333-122624) filed with the Commission on February 8, 2005 and available at the
Commission's website at http://www.sec.gov/.
Prior to the merger with AIXTRON, Genus traded on NASDAQ under the symbol GGNS.
DATASOURCE: Genus, Inc.
CONTACT: media, Trine Pierik of Positio Public Relations, Inc.,
+1-408-453-2400, for Genus, Inc.; or Shum Mukherjee of Genus, Inc.,
+1-408-747-7140
Web site: http://www.genus.com/