EQS-Ad-hoc: ADVA Optical Networking SE / Key word(s): Miscellaneous ADVA Optical Networking SE: Amount of the Recurring Compensation Payment under Domination and Profit and Loss Transfer Agreement with ADTRAN Holdings, Inc.
Munich, Germany,29 November 2022. On 18 October 2022, the management board of ADVA Optical Networking SE (“ADVA”) made public that a final draft of a domination and profit and loss transfer agreement with ADVA as the controlled company and Adtran Holdings, Inc. (“Adtran Holdings”) as the controlling company and had been drawn up. This included a cash compensation pursuant to Sec. 305 of the German Stock Corporation Act (Aktiengesetz – “AktG”) in the amount of EUR 17.21 per ADVA share and a annually recurring compensation payment under Sec. 304 AktG in the amount of EUR 0.59 gross or EUR 0.52 net per share and fiscal year of ADVA. These amounts were based on a rounded risk- and maturity-equivalent annuity interest rate (Verrentungszinssatz) of 3.0%. In the announcement, it was pointed out that possible changes in the interest rate environment might lead to slight increases in the annually recurring compensation payment. The parties had agreed on specific amounts for annuity interest rates in a range between 3.25–5.5%. The details are described in the invitation to the extraordinary general meeting of ADVA that was published in the German Federal Gazette (Bundesanzeiger) on 24 October 2022. After today’s meeting with the valuation expert PVT Financial Advisors SE, the management board of ADVA assumes that the annuity interest rate on 30 November 2022 will remain unchanged at 3.0%. The extraordinary general meeting will, therefore, resolve on the conclusion of a domination and profit and loss transfer agreement, whose Sec. 4 para. 2 provides for an annually recurring compensation payment in the amount of EUR 0.59 gross or EUR 0.52 net (after deduction of current corporate income tax and solidarity surcharge) per share and fiscal year of ADVA. The cash compensation payment, the amount of which the parties intended not to be affected by a change in the annuity interest rate, continues to be EUR 17.21.
Disclaimer To the extent any announcements in this document contain forward-looking statements, such statements do not represent facts and are characterized by the words "will", "expect", "believe", "estimate", "intend", "aim", "assume" or similar expressions. Such statements express the intentions, opinions or current expectations and assumptions of ADVA and the persons acting jointly with ADVA. Such forward-looking statements are based on current plans, estimates and forecasts, which ADVA and the persons acting jointly with ADVA have made to the best of their knowledge, but which they do not claim to be correct in the future. Forward-looking statements are subject to risks and uncertainties that are difficult to predict and usually cannot be influenced by ADVA or the persons acting jointly with ADVA . These expectations and forward-looking statements can turn out to be incorrect and the actual events or consequences may differ materially from those contained in or expressed by such forward-looking statements. Notifying person and contact for Investors: Steven Williams t: +49 89 890 66 59 18
Contact for press: Gareth Spence Tel.: +44 1904 69 93 58
29-Nov-2022 CET/CEST The EQS Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. |
Language: | English |
Company: | ADVA Optical Networking SE |
Märzenquelle 1-3 | |
98617 Meiningen-Dreissigacker | |
Germany | |
Phone: | +49 89 890 665 0 |
Fax: | +49 89 890 665 199 |
E-mail: | IRelation@advaoptical.com |
Internet: | www.advaoptical.com |
ISIN: | DE0005103006 |
WKN: | 510300 |
Listed: | Regulated Market in Frankfurt (Prime Standard); Regulated Unofficial Market in Berlin, Dusseldorf, Hamburg, Hanover, Munich, Stuttgart, Tradegate Exchange |
EQS News ID: | 1501087 |
End of Announcement | EQS News Service |
|
1501087 29-Nov-2022 CET/CEST
The information presented here has been provided by our content partner EQS-Group. The originator of the news is the respective issuer, the company relating to the news, a publication service provider (press or information agency) which uses the distribution service of EQS to transmit company news to shareholders, investors, investors or interested parties. The original publications and other company-relevant information can be found at eqs-news.com.
The information you can access does not constitute investment advice. The presentation of our cooperation partners, where the implementation of investment decisions would be possible depending on the individual risk profile, is solely at the discretion of the person using the service. We only present companies of which we are convinced that the range of services and customer service will satisfy discerning investors.
If you are considering leverage products, familiarise yourself with the typical characteristics of the financial instruments beforehand. Take the time to determine the risk content of the planned investment before making an investment decision. Bear in mind that a total loss cannot be ruled out with leverage products.
For newcomers to the subject, we offer various options in both the training and the tools section, through which you can train theoretical knowledge and practical experience and thus improve your skills. The offer ranges from participation in webinars to personal mentoring. The range is continuously being expanded.
1 Lab features are usually functionalities that emerge from the think tank of the investor community. In the early stages, these are experimental functionalities whose development process is largely determined by use and the resulting feedback from the community. When integrating external services or functionalities, the functionality can only be guaranteed to the extent that the individual process elements, such as interfaces, interact with each other.