12 April 2019
Versum is one of the world's leading suppliers of
innovation-driven, high-purity process chemicals,
gases and equipment
for semiconductor manufacturing.
The company reported
annual sales of approximately €1.2 billion ($1.4 billion)
in FY2018, has approximately 2,300 employees, and
operates 15 manufacturing and
seven research and development facilities
throughout Asia and North America.
Versum has achieved revenue and
adjusted EBITDA compounded annual growth
in excess of 10% over the last three fiscal years
with industry-leading adjusted EBITDA margins at 33%.
DETAILS
DOWNLOAD ACQUISITION PRESENTATION
a leading science and technology company,
has signed a definitive agreement
to acquire Versum Materials, Inc. (NYSE: VSM)
for $53 per share in cash.
The agreed upon price reflects
an enterprise value (EV)
for Versum of approximately €5.8 billion,
implying an EV/2019 EBITDA multiple of approximately 13.7x
based upon consensus estimates and
a pro-forma multiple of 11.6x including €75 million
of identified annual run-rate cost synergies.
The business combination is expected to be
immediately accretive to earnings per share pre (EPS pre) and
accretive to reported EPS in the third full year after closing.
The business combination has been unanimously approved
by the Executive Board of Merck and
by Versum’s Board of Directors.
The business combination is expected to significantly strengthen
Merck’s Performance Materials business sector,
creating a leading electronic materials player
focused on the semiconductor and display industries.
The business combination rebalances
the company’s diversified three pillar portfolio of
Healthcare, Life Science and Performance Materials
while executing on Performance Material’s
previously communicated transformation program.
The combined companies and their customers and employees
will benefit from increased scale, product portfolio, innovation
and services depth, globally.
In addition, with the combined business,
the Performance Materials business sector
will strengthen its global supply chain.
Merck intends to maintain
Versum’s Tempe, AZ headquarters as the major hub for
the combined electronic materials business in the United States,
complementing Merck’s already strong footprint and track record
as a top employer in the U.S.
Over the past decade, the company has invested
* approximately $24 billion in the U.S. through acquisitions alone,
including the successful acquisitions of
* Millipore in 2010 and
* Sigma-Aldrich in 2015.
Versum employees will become an integral part
of a leading electronic materials business
and will benefit from new and exciting development opportunities
within a truly global science and technology company.
*******************************************************
Stefan Oschmann,
Chairman of the Executive Board and CEO of Merck
“With this transaction, Merck will be optimally positioned
to capitalize on long-term growth trends
in the electronic materials industry.
Our combined business shall deliver leading-edge innovations
to our customers around the globe,”.
Your Contacts
Media Relations
thomas.moeller@merckgroup.com
Phone: +49 6151 72-62445
Investor Relations
investor.relations@merckgroup.com
Phone: +49 6151 72-3321
****************************************************
Versum Materials Contacts
Media Relations
tiffany.elle@versummaterials.com
Phone: +1-480-282-6475
Investor Relations
soohwan.kim@versummaterials.com
Phone: +1-602-282-0957
Sard Verbinnen & Co
Emily Claffey / Julie Rudnick
Phone: +1-212-687-8080
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