X-FAB Silicon Foundries SE : Changes to the shareholding structure

TESSENDERLO, Belgium--(BUSINESS WIRE)--Regulatory News:

X-FAB Silicon Foundries SE (Euronext Paris: XFAB)

Regulated Information

Intermediate declaration by the Board of Directors

Publication of inside information pursuant to Article 17 of the Market Abuse Regulation

X-FAB Silicon Foundries SE (Euronext Paris: XFAB) (X-FAB or the Company) announces that the families De Winter-Chombar and Duchâtelet have made changes to their shareholding structure regarding X‑FAB Silicon Foundries SE.

X-FAB was informed today by Xtrion NV (0878.389.438), Elex NV (0421.226.161) and Sensinnovat BV (0884.338.607) that Xtrion sold all the shares it held in X-FAB to Elex and Sensinnovat, its indirect shareholders. Xtrion sold 31,666,782 shares to Elex and 31,666,781 shares to Sensinnovat. Elex is the investment vehicle and holding company of the Duchâtelet family. Sensinnovat is the investment vehicle and holding company of the De Winter-Chombar family. The X-FAB shares were sold at a price per share of EUR 8.9581, which corresponds to the average closing price of X-FAB shares on Euronext Paris over the last 30 days prior to November 14, 2023. Xtrion and Sarawak Technology Holdings Sdn. Bhd. further informed the Company that they have terminated their shareholder agreement in common understanding.

With this transaction, both families and their respective affiliated legal entities intend to rearrange their group/investment structure which will allow them, with a view to the next generation, to pursue individual and independent investment strategies, each through their own holding company (i.e. Elex and Sensinnovat).

As a result of this restructuring, the joint control over the Company by Mr. Roland Duchâtelet, Mr. Rudi De Winter, Ms. Françoise Chombar and Sarawak Technology Holdings Sdn. Bhd. has transitioned into an absence of control and absence of acting in concert.

The De Winter-Chombar and Duchâtelet families confirmed that this does not mean that, at present, they would differ on X-FAB's strategy and priorities. Their commitment to the Company remains unchanged. Furthermore, they indicated that they have no plans to sell or reduce their shareholdings. Mr. Roland Duchâtelet and Mr. Rudi De Winter also confirmed their willingness to stay on as (permanent representative of a) director of X-FAB.

X-FAB confirms that the change of control does not have any significant legal impact on it nor on its existing contractual relations.

About X-FAB

X-FAB is the leading analog/mixed-signal and MEMS foundry group manufacturing silicon wafers for automotive, industrial, consumer, medical and other applications. Its customers worldwide benefit from the highest quality standards, manufacturing excellence and innovative solutions by using X-FAB’s modular CMOS processes in geometries ranging from 1.0 to 0.13 µm, and its special silicon carbide and MEMS long-lifetime processes. X-FAB’s analog-digital integrated circuits (mixed-signal ICs), sensors and micro-electro-mechanical systems (MEMS) are manufactured at six production facilities in Germany, France, Malaysia and the U.S. X-FAB employs approx. 4,200 people worldwide. For more information, please visit www.xfab.com.

Forward-looking information

This press release may include forward-looking statements. Forward-looking statements are statements regarding or based upon our management’s current intentions, beliefs or expectations relating to, among other things, X-FAB’s future results of operations, financial condition, liquidity, prospects, growth, strategies or developments in the industry in which we operate. By their nature, forward-looking statements are subject to risks, uncertainties and assumptions that could cause actual results or future events to differ materially from those expressed or implied thereby. These risks, uncertainties and assumptions could adversely affect the outcome and financial effects of the plans and events described herein.

Forward-looking statements contained in this press release regarding trends or current activities should not be taken as a report that such trends or activities will continue in the future. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless legally required. You should not place undue reliance on any such forward-looking statements, which speak only as of the date of this press release.

The information contained in this press release is subject to change without notice. No re-report or warranty, express or implied, is made as to the fairness, accuracy, reasonableness, or completeness of the information contained herein and no reliance should be placed on it.