On July 28, MKS instruments, an American semiconductor equipment manufacturer, announced that the company had made key progress in acquiring Atotech, a global process chemicals and advanced electroplating solutions company. After obtaining the unconditional approval of the merger agreement from the State Administration of market supervision and administration of China ("samr"), the transaction has now obtained all necessary regulatory licenses.
In addition, the acquisition will be carried out through the arrangement scheme under the bailiwick law of Jersey (the "scheme"), which is expected to be completed on August 17, 2022, provided that the approval required by the Royal Court of Jersey is obtained and the customary conditions for the completion of the acquisition are met. Atotech's common stock will be delisted from the New York Stock Exchange at the close of trading, and the last trading day of the stock is expected to be August 16, 2022.
In addition, the hearing for the approval of the plan by the Royal Court of Jersey has been scheduled to be held at the Royal Court of St. herell, Jersey, at 10:00 a.m. (London time) on August 15, 2022.
John T.C. Lee, President and CEO of MKS, said, "we are happy to meet all the necessary regulatory conditions for the acquisition of Atotech. We look forward to providing a comprehensive portfolio of capabilities in laser, optics, sports and process chemistry to provide faster and better solutions and innovation for customers of advanced electronic products."
Previously, on July 1st, 2021, MKS and Atotech reached a final agreement ("implementation agreement"). According to the agreement, MKS will exchange US $16.20 in cash and 0.0552 MKS ordinary shares for 1 ordinary share of Atotech. At the time of the announcement, the equity value of the transaction was about $5.1 billion, and the enterprise value of the transaction was about $6.5 billion.
On November 3, 2021, the transaction was approved at the meeting of Atotech shareholders held in accordance with the order of the Royal Court of Jersey, and a special resolution to implement the transaction was passed at the general meeting of shareholders.
In early April this year, the two companies agreed to extend the transaction date to September 30, so as to have more time to obtain the approval of Chinese regulators.
When the latest financial statement was released on July 27, 2022, Seth h H., senior vice president and chief financial officer Bagshaw said, "we look forward to the successful completion of this transaction, which will represent a key step in our strategic transformation to become a provider of basic solutions in the advanced electronic field. At the same time, we will strengthen our special industrial market with an attractive general metal processing portfolio. After the acquisition of Atotech, we expect the merged company to generate strong cash flow to support our long-term value creation strategy."
The latest financial report shows that the net income of MKS instruments in the second quarter of 2022 was $765million, an increase of 3% month on month, an increase of 3% from $742million in the first quarter of 2022, and a year-on-year increase of 2% from $750million in the second quarter of 2021. The net revenue of special industry market was US $173 million, with a month on month increase of 1% and a year-on-year decrease of 5%.
According to the current business level and some supply chain constraints, excluding any contribution of Atotech Limited ("Atotech"), the company expects revenue of $770million in the third quarter of 2022, with a fluctuation of $30million.
About MKS instruments
Founded in 1961 in Massachusetts, MKS instruments is a global supplier of instruments, systems, subsystems and process control solutions, focusing on providing advanced processes and productivity enhancing technologies. The company has its core competitiveness in pressure measurement and control, flow measurement and control, gas and steam transmission, gas composition analysis, electronic control technology, reaction gas generation and transmission, power generation and transmission, vacuum technology, temperature sensing, laser, photonics, optics, precision motion control, vibration control and laser manufacturing system solutions.
Source: OFweek
