ASML Announces Plan to Optimize Capital Structure: Capital Repayment and Reverse Stock Split.VELDHOVEN, the Netherlands -- ASML Holding ASML is a Dutch company and the world’s primary supplier of lithography systems for the semiconductor industry. Of all the major chip producers worldwide, more than 80% are ASML customers. NV (ASML ASML Abstract State Machine Language ASML Anisotropic Shielded Microstrip Line ) today announced that it will further optimize its capital structure through a return of approximately EUR EUR In currencies, this is the abbreviation for the Euro. Notes: The currency market, also known as the Foreign Exchange market, is the largest financial market in the world, with a daily average volume of over US $1 trillion. 960 million to shareholders in combination with a reverse stock split. "ASML has clearly shown its ability to be profitable throughout industry cycles and generate cash above its operational needs," said Peter Wennink, Chief Financial Officer of ASML. "We are committed to return excess cash to our shareholders and to regularly review the efficiency of our capital structure. We have concluded that our debt-to-equity ratio debt-to-equity ratio The relationship between long-term funds provided by creditors and funds provided by owners. A firm's debt-to-equity ratio is calculated by dividing long-term debt by owners' equity. Both items are shown on the balance sheet. could be further optimized and have undertaken initiatives to address that issue. We feel that the capital repayment combined with a reverse stock split will allow us to create additional value for our shareholders. " ASML believes that, within the current Dutch regulatory tax environment, the most efficient method to return cash to shareholders is through a capital repayment. This capital repayment will be effected by paying a total cash distribution of approximately EUR 960 million to the shareholders as repayment of capital of EUR 2.04 per share, and will be combined with a subsequent reduction of the number of outstanding ordinary shares by 11% through a 8 for 9 reverse share split. An extraordinary general meeting of shareholders will be held on July 17, 2007 (the "EGM EGM Electronic Gaming Machine EGM Electronic Gaming Monthly EGM Extraordinary General Meeting EGM Expert Group Meeting EGM Estudio General de Medios (Spanish: General Means Study) EGM Emergency General Meeting ") to vote on the proposed capital repayment and share reduction plan. ASML has set a record date of June 18, 2007 for participation at the EGM. Convocation of the EGM and distribution of all relevant materials is expected to be on or about June 14, 2007. At this meeting, ASML will propose: - Conversion of EUR 2.10 per ordinary share of the share premium reserve into nominal ordinary share capital; - Reduction of the adjusted nominal value Nominal Value The stated value of an issued security that remains fixed, as opposed to its market value, which fluctuates. Notes: When referring to fixed-income securities, the nominal value is also the face value. of each ordinary share through a distribution of a cash amount of EUR 2.04 per ordinary share; and - Consolidation of all outstanding ordinary shares at a ratio of 8 for 9, which will then have a nominal value of EUR 0.09. Subject to shareholder approval and the amendment of ASML's articles of association, it is expected that the capital repayment and the share reduction plan will be executed before the end of September 2007. Investor and Media Call A conference call for investors, media and other interested parties will be hosted by CFO See Chief Financial Officer. Peter Wennink at on May 31, 15:00 PM Central European Time Central European Time Noun the standard time adopted by Western European countries one hour ahead of Greenwich Mean Time, corresponding to British Summer Time Abbrev: (CET) / 09:00 AM Eastern U.S. time. Dial-in numbers are: in the Netherlands +31 205315871 and the US +1 706 6790473. The call can be listened to via ASML.com. About ASML ASML is the world's leading provider of lithography systems for the semiconductor industry, manufacturing complex machines that are critical to the production of integrated circuits or chips. Headquartered in Veldhoven, the Netherlands, ASML is traded on Euronext Amsterdam and NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on under the symbol ASML. For more information, visit the web site www.asml.com Forward Looking Statements "Safe Harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. " Statement under the US Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995: the matters discussed in this document may include forward-looking statements that are subject to risks and uncertainties including, but not limited to: economic conditions, product demand and semiconductor equipment industry capacity, worldwide demand and manufacturing capacity utilization for semiconductors (the principal product of our customer base), competitive products and pricing, manufacturing efficiencies, new product development, ability to enforce patents, the outcome of intellectual property litigation An action brought in court to enforce a particular right. The act or process of bringing a lawsuit in and of itself; a judicial contest; any dispute. When a person begins a civil lawsuit, the person enters into a process called litigation. , availability of raw materials and critical manufacturing equipment, trade environment, shareholder approval of the capital repayment and other risks indicated in the risk factors included in ASML's Annual Report on Form 20-F and other filings with the US Securities and Exchange Commission. This press release is not an offer for sale of, or a solicitation to purchase or subscribe for, any securities in the United States. The bonds discussed in this press release have not been, and will not be registered under the U.S. Securities Act 1933, and may not be offered or sold in the United States absent registration or an exemption from registration thereunder. |
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