STOCKHOLM, Sept. 14, 2021 /PRNewswire/ -- The
automotive technology company Veoneer, Inc. (NYSE: VNE) and (SSE:
VNE SDB) today confirmed that it has received an updated
non-binding proposal from Qualcomm Incorporated providing for the
acquisition of all of the outstanding shares of Veoneer at a price
of $37.00 per share in cash,
following Qualcomm's public announcement of a proposal on
August 5, 2021.
Veoneer is evaluating all of the terms of Qualcomm's proposal in
consultation with its financial and legal advisors and will, if
appropriate, engage in negotiations with Qualcomm and/or Magna to
ascertain the best possible outcome for its stockholders.
There can be no assurances that Veoneer's discussions with
Qualcomm will result in a transaction that the Veoneer board of
directors determines is superior to Veoneer's pending transaction
with Magna. On July 22, 2021, Veoneer
announced that it entered into a definitive merger agreement,
approved by Veoneer's board of directors, with Magna International
Inc. The merger agreement with Magna remains in full force and
effect, and the board of directors of Veoneer has not withdrawn or
modified its recommendation that the stockholders of Veoneer vote
in favor of the approval of the merger, the merger agreement and
the transactions contemplated thereby.
Morgan Stanley and Rothschild are serving as financial advisors
to Veoneer, and Skadden, Arps, Slate, Meagher & Flom LLP is
serving as legal advisor.
For more information please contact:
Thomas Jönsson, EVP Communications & IR,
thomas.jonsson@veoneer.com , tel +46 (0)8 527 762 27
About Veoneer
Veoneer, Inc. is a worldwide leader in automotive technology.
Our purpose is to create trust in mobility. We design, develop, and
manufacture state-of-the-art software, hardware and systems for
occupant protection, advanced driving assistance systems, and
collaborative and automated driving to OEMs globally. Headquartered
in Stockholm, Sweden, Veoneer has
7,500 employees in 11 countries. In 2020, sales amounted to
$1.37 billion. The Company is
building on a heritage of close to 70 years of automotive safety
development. In 2018, Veoneer became an independent, publicly
traded company listed on the New York Stock Exchange (NYSE: VNE)
and on the Nasdaq Stockholm (SSE: VNE SDB).
Additional Information and Where to Find It
This communication may be deemed to be solicitation material
in connection with the proposed acquisition of Veoneer by Magna
pursuant to a definitive Agreement and Plan of Merger (the "merger
agreement") between Veoneer, Magna and 2486345 Delaware
Corporation. In connection with the proposed merger, Veoneer has
filed relevant materials with the United States Securities and
Exchange Commission (SEC), including a proxy statement which will
be mailed or otherwise disseminated to Veoneer's stockholders.
STOCKHOLDERS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT AND
ANY AMENDMENTS OR SUPPLEMENTS THERETO, AND ANY OTHER RELEVANT
DOCUMENTS FILED OR TO BE FILED WITH THE SEC, CAREFULLY AND IN THEIR
ENTIRETY BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT VEONEER
AND THE PROPOSED MERGER. Stockholders may obtain free copies of the
definitive proxy statement, any amendments or supplements thereto
and other documents containing important information about Veoneer
or the proposed merger, once such documents are filed with the SEC,
free of charge at the SEC's website at www.sec.gov, or from Veoneer
at https://www.veoneer.com/en/investors or by directing a request
to Veoneer's Investor Relations Department at
thomas.jonsson@veoneer.com .
This document does not constitute a solicitation of proxy, an
offer to purchase or a solicitation of an offer to sell any
securities, nor shall there be any sale of securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offer of securities
shall be made except by means of a prospectus meeting the
requirements of Section 10 of the Securities Act of 1933, as
amended.
Veoneer Forward-Looking Statements
This document may include "forward-looking" statements within
the meaning of the Private Securities Litigation Reform Act of
1995, including, without limitation, statements relating to the
completion of the merger. In this context, forward-looking
statements often address expected future business and financial
performance and financial condition, and often contain words such
as "expect," "anticipate," "intend," "plan," "believe," "seek,"
"see," "will," "would," "target," similar expressions, and
variations or negatives of these words. The reader is cautioned not
to rely on these forward-looking statements. Forward-looking
statements by their nature address matters that are, to different
degrees, uncertain, such as statements about the consummation of
the proposed merger and the anticipated benefits thereof. These and
other forward-looking statements are not guarantees of future
results and are subject to risks, uncertainties and assumptions
that could cause actual results to differ materially from those
expressed in any forward-looking statements, including the failure
to consummate the proposed merger or to make any filing or take
other action required to consummate such merger in a timely matter
or at all. The inclusion of such statements should not be regarded
as a representation that any plans, estimates or expectations will
be achieved. You should not place undue reliance on such
statements. Risks and uncertainties include, but are not limited
to: (i) the merger may involve unexpected costs, liabilities or
delays; (ii) the failure to satisfy the conditions to the
consummation of the transaction, including approval of the merger
by Veoneer's stockholders and the receipt of certain governmental
and regulatory approvals on the terms or at the timing expected;
(iii) the occurrence of any event, change or other circumstance
that could give rise to the termination of the merger agreement;
(iv) operating costs, customer loss and business disruption
(including, without limitation, difficulties in maintaining
relationships with employees, customers, clients or suppliers) may
be greater than expected; (v) risks related to diverting management
attention from ongoing business operations; (vi) the business of
Veoneer may suffer as a result of uncertainty surrounding the
merger or the potential adverse changes to business relationships
resulting from the proposed merger; and (vii) the outcome of any
legal proceedings that may be instituted against Veoneer or Magna
related to the merger agreement or the transaction contemplated
thereby. The foregoing list of factors is not exhaustive.
Consequences of material differences in results as compared with
those anticipated in the forward-looking statements could include,
among other things, business disruption, operational problems,
financial loss, legal liability to third parties and similar risks,
any of which could have a material adverse effect on Veoneer's
financial condition, results of operations, credit rating or
liquidity. You should carefully consider the foregoing factors
and the other risks and uncertainties relating to Veoneer described
in Veoneer's Annual Report on Form 10-K for the most recently
completed fiscal year, and other reports and documents filed by
Veoneer from time to time with the SEC. These filings identify and
address other important risks and uncertainties that could cause
actual events and results to differ materially from those contained
in the forward-looking statements. Copies of these filings are
available online at www.sec.gov. Forward-looking statements speak
only as of the date they are made. Readers are cautioned not to put
undue reliance on forward-looking statements, and Veoneer assumes
no obligation and do not intend to update or revise these
forward-looking statements, whether as a result of new information,
future events, or otherwise. Veoneer does not give any assurance
that it will achieve its expectations.
This information was brought to you by Cision
http://news.cision.com
https://news.cision.com/veoneer/r/veoneer-provides-update-regarding-discussions-with-qualcomm,c3414394
The following files are available for download:
https://mb.cision.com/Main/17380/3414394/1467736.pdf
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