GlobalWafers : announces that Siltronic transaction not approved by German Government before long stop date

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Provided by: GlobalWafers Co., Ltd
SEQ_NO	1	Date of announcement	2022/02/01	Time of announcement	07:18:33
Subject	GlobalWafers announces that Siltronic transaction not approved by German Government before long stop date
Date of events	2022/02/01	To which item it meets	paragraph 53
Statement	1.Date of occurrence of the event:2022/02/01 2.Company name:GlobalWafers Co., Ltd. 3.Relationship to the Company (please enter ��head office�� or ��subsidiaries��):head office 4.Reciprocal shareholding ratios:NA 5.Cause of occurrence: GlobalWafers announces that the deadline for its all-cash tender offer for the outstanding ordinary shares of Siltronic AG (��Siltronic��) passed without approval by the German Government. The German Government's approval was the last outstanding completion condition after all other authorities and regulators worldwide cleared the transaction. GlobalWafers made extremely far-reaching remedy proposals and commitments to address the concerns of the German Government and repeatedly offered its willingness to discuss alternative solutions. GlobalWafers has not been able to obtain the approval from the German Government before the long stop date. Based on its efforts to reach a mutually acceptable solution as well as its long and successful history in Europe this outcome is very disappointing. GlobalWafers will certainly continue to work closely with its European customers, many of which supported the proposed transaction. GlobalWafers will analyze the non-decision of the German Government and consider its impact on our future investment strategy. The long stop date has been reached after a fourteen-month review process by the German Government. On December 7, 2021, the German Federal Ministry for Economic Affairs and Climate Action (Bundesministerium fur Wirtschaft und Klimaschutz) extended the assessment period for the issuance of the clearance certificate beyond the long stop date. Therefore, the takeover offer by GlobalWafers and the agreements which came into existence as a result of the offer will not be completed and will lapse. 6.Countermeasures: GlobalWafers directly holds 13.67% of the shares of Siltronic. There are no specific restrictions regarding potential future trading activities for these shares. The approximately 56.60% of the outstanding shares of Siltronic tendered into the all-cash tender offer during the acceptance period will be re-booked to their originalowners without undue delay, expectedly on 8 February 2022. GlobalWafers bears no performance obligations on these shares. This unsuccessful transaction will not impact GlobalWafers' operations. Europe remains an important market for GlobalWafers and it remains committed to the customers and employees in the region. The business combination agreement between GlobalWafers and Siltronic foreseesthat GlobalWafers shall pay a termination fee of EUR 50 million to Siltronic in the event of failure to obtain required regulatory approvals. In consideration of GlobalWafers' solid finance currently, the impact is limited. GlobalWafers will announce plans for the alternative utilization of the proceeds of the acquisition on Sunday, 6 February 2022. 7.Any other matters that need to be specified:NA