DGAP-Adhoc: Dialog Semiconductor Plc.: announces share buyback programme and commencement of the process for the first tranche of shares to be bought back pursuant to the programme


Dialog Semiconductor Plc.  / Key word(s): Share Buyback

03.05.2016 23:06

Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

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London, UK, 3 May 2016 - Today the board of directors of Dialog
Semiconductor Plc (XETRA: DLG) (the Company), a provider of highly
integrated power management, AC/DC power conversion, solid state lighting
and Bluetooth(R) Smart wireless technology, has resolved to commence a
share buyback programme in accordance with the shareholder approvals
granted at the Company's Annual General Meeting (AGM) on 28 April 2016. It
has further resolved to commence the process to buyback the first tranche
of shares pursuant to that programme.

The Company  will give notice in writing to each of Barclays Bank PLC, HSBC
Bank plc and Merrill Lynch International (together the Brokers) that it
wishes to exercise its rights to purchase shares pursuant to the contingent
forward share purchase contracts entered into with each of the Brokers on
or around the date of the AGM, specifying the terms on which the Company is
willing to purchase shares from the Broker that provides the most
favourable pricing terms to the Company (the Preferred Broker).

These terms include: 

  - the maximum total cost of the shares to be purchased by the Company
    from the Preferred Broker under the first tranche of the Company's
    buyback programme shall be EUR50 million and the minimum total cost
    shall be EUR37.5 million; and

  - the maximum maturity date for the first tranche of the Company's
    buyback programme shall be  15 September 2016 and the minimum maturity
    date shall be 15 July 2016.

Based on the assumption that the average price at which ordinary shares
will be acquired by the Company is EUR30 per share, this would enable the
Company to acquire up to approximately 1.66 million ordinary shares
pursuant to the first tranche of its buyback programme.

Once appointed, the Preferred Broker shall, acting independently as
principal (without influence from the Company), purchase Certified
Interests (CIs) in the Company on the Frankfurt Stock Exchange and, after
acquiring the corresponding number of ordinary shares in the Company from
Clearstream Banking AG, which is the registered shareholder for the shares
underlying the CIs, shall sell these ordinary shares to the Company on
certain settlement dates in accordance with the terms above and the
contingent forward share purchase agreement with the Preferred Broker.

Further details relating to the share buyback programme, including details
of the Preferred Broker, shall be announced separately before the share
buyback programme and the purchase of the first tranche of shares under it
commences. The Company will regularly provide information on the progress
of the buyback, including the number of ordinary shares purchased by the
Company, on its website at
http://www.dialog-semiconductor.com/financial-news/share-buybacks.

No more than one tranche of shares will be bought back at any one time by
the Company and there can be no certainty that any further ordinary shares
will be acquired by the Company following the conclusion of the first
tranche of its buyback programme.


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Information and Explanation of the Issuer to this News:

For further information please contact: 
  
Dialog Semiconductor
Jose Cano      
Head of Investor Relations     
T: +44 (0)1793 756 961     
jose.cano@diasemi.com

  
FTI Consulting London
Matt Dixon
T: +44 (0)2037 271 137
matt.dixon@fticonsulting.com

FTI Consulting Frankfurt
Anja Meusel
T: +49 (0) 69 9203 7120
Anja.Meusel@fticonsulting.com

Note to editors
Dialog Semiconductor provides highly integrated standard (ASSP) and custom
(ASIC) mixed-signal integrated circuits (ICs), optimised for smartphone,
tablet, IoT, LED Solid State Lighting (SSL) and Smart Home applications.
Dialog brings decades of experience to the rapid development of ICs while
providing flexible and dynamic support, world-class innovation and the
assurance of dealing with an established business partner. With world-class
manufacturing partners, Dialog operates a fabless business model and is a
socially responsible employer pursuing many programs to benefit the
employees, community, other stakeholders and the environment we operate in.

Dialog's power saving technologies including DC-DC configurable system
power management deliver high efficiency and enhance the consumer's user
experience by extending battery lifetime and enabling faster charging of
their portable devices. Its technology portfolio also includes audio,
Bluetooth(R) Smart, Rapid Charge(TM) AC/DC power conversion and
multi-touch.

Dialog Semiconductor plc is headquartered in London with a global sales,
R&D and marketing organisation. In 2015, it had $1.35 billion in revenue
and was one of the fastest growing European public semiconductor companies.
It currently has approximately 1,660 employees worldwide. The company is
listed on the Frankfurt (FWB: DLG) stock exchange (Regulated Market, Prime
Standard, ISIN GB0059822006) and is a member of the German TecDax index.

Forward Looking Statements
This press release contains 'forward-looking statements' that reflect
management's current views with respect to future events. The words
'anticipate,' 'believe,' 'estimate', 'expect,' 'intend,' 'may,' 'plan,'
'project' and 'should' and similar expressions identify forward-looking
statements. Such statements are subject to risks and uncertainties,
including, but not limited to: an economic downturn in the semiconductor
and telecommunications markets; changes in currency exchange rates and
interest rates, the timing of customer orders and manufacturing lead times,
insufficient, excess or obsolete inventory, the impact of competing
products and their pricing, political risks in the countries in which we
operate or sale and supply constraints. If any of these or other risks and
uncertainties occur (some of which are described under the heading 'Risks
and their management' in Dialog Semiconductor's most recent Annual Report)
or if the assumptions underlying any of these statements prove incorrect,
then actual results may be materially different from those expressed or
implied by such statements. We do not intend or assume any obligation to
update any forward-looking statement which speaks only as of the date on
which it is made, however, any subsequent statement will supersede any
previous statement.

03.05.2016 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de

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Language:     English
Company:      Dialog Semiconductor Plc.
              Tower Bridge House, St. Katharine's Way
              E1W 1AA London
              United Kingdom
Phone:        +49 7021 805-412
Fax:          +49 7021 805-200
E-mail:       jose.cano@diasemi.com, lauren.ofstedahl@diasemi.com
Internet:     www.dialog-semiconductor.com
ISIN:         GB0059822006, XS0757015606
WKN:          927200
Indices:      TecDAX
Listed:       Regulated Market in Frankfurt (Prime Standard); Regulated
              Unofficial Market in Berlin, Dusseldorf, Hamburg, Munich,
              Stuttgart; Terminbörse EUREX; Luxemburg
 
End of Announcement                             DGAP News-Service
 
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