News: LEDs
29 July 2025
ams OSRAM places €500m 2029 senior notes to pre-finance OSRAM minority put option exercises and buy back €150m 2027 convertible bonds
ams OSRAM of Premstaetten, Austria and Munich, Germany has placed €500m 2029 senior notes to pre-finance OSRAM minority put option exercises and buy back €150m 2027 convertible bonds. The firm has also announces solid preliminary Q2/2025 results.
“In line with our well progressing deleveraging plan, we are also thinking ahead when it comes to a final resolution of the appraisal proceeding concerning the fair compensation for OSRAM minority shareholders,” says chief financial officer Rainer Irle. “We privately placed additional Euro and US dollar senior notes due in 2029 to pre-finance potential bulk tendering of outstanding OSRAM minority shares,” he adds.
ams OSRAM has placed with certain investors a total of about €500m (equivalent) of its Euro and US dollar senior unsecured notes, due in 2029. The additional €200m 10.5% senior notes are priced at €104. The additional $350m 12.25% senior notes are priced at $104.75.
The firm intends to use about €350m (equivalent) of the proceeds from the private placement of its senior notes primarily to pre-finance potential OSRAM minority shareholders’ put option bulk exercises taking advantage of the currently favorable market conditions. Put options of remaining OSRAM minority shareholders will expire two months after the publication of the final decision in the appraisal proceeding. The company expects bulk exercises of these put options upon the final court decision, as customary in such situations. €50m will be used to repay a temporary drawdown under the revolving credit facility (RCF) used in second-quarter 2025 for covering most of the first-half 2025 OSRAM put option exercises. The RCF is primarily in place to cover temporarily such put option exercises. The balance proceeds of about €150m (equivalent) of the additional senior notes that will not be used for pre-financing OSRAM minority shareholders’ put option exercises are earmarked for potential repurchase offers of the outstanding 2027 convertible bonds, subject to market conditions.
The private placement is expected to close, and the additional senior notes are expected to be issued, on or around 29 July, subject to customary conditions precedent for similar transactions.
Preliminary Q2/2025 results
In line with the private placement of Euro and US dollar senior notes due 2029, ams OSRAM has also preannounced preliminary and unaudited key performance figures of its second-quarter 2025 financials.
Revenue was €775m, at the midpoint of the guided range of €725–825m. The weaker US dollar had a negative effect of about €35m on revenue compared with the previous quarter.
Adjusted EBITDA (adjusted earnings before interest, taxes, depreciation and amortization) was €145m, i.e. at 18.8% adjusted EBITDA margin slightly above the midpoint of the guided range of 18.5% +/-1.5%.
Free cash flow was slightly negative at -€14m, but improved compared to Q1/2025.
Outlook
The firm expects third-quarter revenue of €790–890m assuming a €/US$ exchange rate of 1.16. The impact of the weaker US dollar on revenue compared to the start of the year is of the order of mid-double-digit million Euro.
The company expects adjusted EBITDA for Q3/2025 to improve quarter-over-quarter to 19.5% +/-1.5% on the back of increasing revenues and seamless execution ahead of plan of its ‘Re-establish the Base’ strategic efficiency program.
For full fiscal year 2025, ams OSRAM continues to expect positive free cash flow (including net interest paid) exceeding €100m.
