The upfront consideration of approx. USD 570m will be paid in cash, by way of newly issued ams-shares as well as treasury shares. An additional deferred earn-out consideration of up to a maximum of USD 285m is contingent on future results of Heptagon’s business in 2017. Following the upfront share transaction, current Heptagon shareholders which include financial investors, management, and employees are expected to hold around 20% in ams.
Schellenberg Wittmer acts as Swiss legal counsel to ams AG. The team consists of partners Lorenzo Olgiati (Corporate/M&A; overall lead), Philippe Borens (Banking/Finance), Andrea Mondini and Philipp Groz (both IP/Dispute Resolution), senior associates Pascal Hubli (Corporate/M&A) and Nicole Egli (Banking/Finance) as well as associates Sarah Chevalley and Dominik Rieder (both Corporate/M&A).