Renesas Extends Tender Offer for Proposed Acquisition of Sequans
Shareholders to Receive U.S. $0.7575 per Ordinary Share and U.S. $3.03 per ADS in cash
- Renesas is of the opinion that this confirmation constitutes an Adverse Japanese Tax Ruling under the Memorandum of Understanding and, therefore, the contractual condition in the Memorandum of Understanding to the tender offer requiring Renesas' receipt of a confirmation that such reorganization not trigger such tax cannot be fulfilled.
- On February 12, 2024, the parties closed another financing transaction in which a wholly owned subsidiary of Renesas loaned an additional $9,000,000 to Sequans in exchange for an unsecured subordinated note of Sequans.
- The tender offer was extended to allow additional time for the satisfaction of the remaining closing conditions of the tender offer, including, but not limited to, the valid tender of ordinary shares and ADSs of Sequans representing - together with ordinary shares and ADSs of Sequans beneficially owned by Renesas, if any - at least 90% of the fully diluted ordinary shares of Sequans.
- The Bank of New York Mellon, the Tender Agent for the tender offer, has advised Renesas that as of 6 p.m., New York City time, on February 16, 2024, approximately 123,472,744 ordinary shares of Sequans (including ordinary shares represented by ADSs), representing approximately 44.5% of the fully diluted ordinary shares of Sequans, have been validly tendered and not properly withdrawn pursuant to the tender offer.