Lam to acquire SEZ Group

By Ann Steffora Mutschler, Senior Editor -- Electronic News, 12/11/2007

Creating what could be the largest set of advanced technology for single wafer cleaning, Fremont, Calif.-based wafer fab equipment supplier Lam Research Corp. reported late Monday that it has signed a definitive agreement to acquire Zurich, Switzerland-based single wafer clean technology supplier The SEZ Group for $568 million (641 million Swiss francs) in cash.

Net of cash acquired, the companies said the purchase price is approximately $447 million.

Lam said it will effect the acquisition by offering to acquire all outstanding shares of SEZ at a price of $33.54 (38 Swiss francs) per share.

SEZ says its spin-process single wafer technology forms the basis of an equipment portfolio for wafer cleaning and decontamination, which is a key process adjacent to etch where Lam leads the market.

For 2007, SEZ says it expects total revenues of approximately $293 million (CHF 330 million).

Under the terms of their agreement, Lam will offer to acquire all of the outstanding shares of SEZ, and therefore effectively all of its assets, including its principal facilities in Villach, Austria.

Following the closing, SEZ will become a division of Lam and offer a full spectrum of leading edge clean solutions, comprising products from its current businesses as well as Lam’s single wafer bevel and wet clean applications.

SEZ said executive team members including chairman and CEO Egon Putzi will continue with the company under Lam’s ownership.

The transaction is expected to close in the March 2008 quarter, subject to the receipt of SEZ’s shareholder and certain regulatory approvals, and is targeted to be neutral to slightly accretive depending on synergies realized in calendar 2008.

In a separate announcement by the SEZ Group, the company said its board of directors has unanimously concluded that the planned acquisition by Lam is in the best interest of all SEZ stakeholders and will positively benefit the sustainable development of SEZ's leading market position, and therefore fully supports the proposed tender offer.

SEZ said Lam’s offer shows an attractive premium of 53.8 percent to the volume-weighted average share price over the past 60 trading days.

Putzi remarked in a statement, “The offer to be a part of Lam Research Corporation is an exceptional opportunity that will help us realize the full potential of SEZ's technology. Lam's focus on developing leading-edge technology, providing best-in-class customer value and leveraging the full range of their global resources has made them one of the world's largest and most successful equipment providers.”

SEZ added that its entire executive team has committed to remain with the company.