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01 Oct 2026

A&O Shearman advises Soitec on EUR500 million ORNANE offering due 2033

"A&O Shearman advised Soitec on a EUR500 million placement of bonds redeemable in cash and/or new and/or existing shares (ORNANEs) due September 2033. The placement to qualified investors settled on 25 Sept 2026. Bonds: EUR100,000 each, 7-year maturity, 0.50% coupon; conversion price EUR206.46 (55% premium). Proceeds for general corporate purposes."

A&O Shearman advised Soitec, a world leader in the design and manufacture of innovative semiconductor materials, in connection with its offering of bonds redeemable in cash and/or new and/or existing shares (ORNANEs) due September 2033. The transaction comprised an offering of ORNANEs in an aggregate principal amount of EUR500 million carried out through a placement to qualified investors. Settlement and delivery took place on 25 September 2026. Each bond has a principal amount of EUR100,000, a seven‑year maturity and bears interest at an annual rate of 0.50%. The conversion/exchange price was set at EUR206.46 per share, representing a conversion/exchange premium of 55% over the reference share price of EUR133.20. The net proceeds of the offering will be used for Soitec’s general corporate purposes, which may include refinancing existing indebtedness and funding investments to support organic growth. The ORNANE structure is designed to limit dilution for existing shareholders upon conversion, as Soitec S.A. retains the option to deliver new and/or existing shares only if bondholders exercise their conversion/exchange rights. Concurrently, and to facilitate hedging for certain subscribers, certain members of the bank syndicate acting as joint bookrunners organised a simultaneous placement of existing Soitec S.A. shares through short sales on behalf of those subscribers. A&O Shearman represented Soitec with a team composed by: Olivier Thébault (Paris‑based partner, lead), Jade Billère‑Mellet (senior associate, ECM/M&A), Bénédicte Cheyrou‑Lagrèze (associate, ECM/M&A), Nadia El Mir (associate, ECM/M&A), Mathieu Vignon (partner, tax), Virginie Chatté (senior associate, tax), Diana Billik (partner, U.S. securities law) and Maggie Casteel (senior associate, U.S. securities law).
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