Merck KGaA Submits All-Cash Proposal to Acquire Versum

Merck KGaA, Darmstadt, Germany, delivered a letter to the Board of Directors of Versum Materials, Inc. outlining the terms of a superior proposal to acquire Versum for $48 per share in cash, representing a premium of 51.7% to the undisturbed trading price per Versum share on the trading day prior to announcement of the Entegris, Inc. transaction.
 
“We truly believe in the power of a combined electronic materials portfolio of Merck KGaA, Darmstadt, Germany and Versum. Our attractive cash proposal to Versum’s investors underlines that we are fully committed to completing this transaction successfully,” said Stefan Oschmann, chairman of the Executive Board and CEO of Merck KGaA. “It is our clear intention to further strengthen our operations in the US. We are proud of our nearly 130 years of US market history and already more than 10,000 highly qualified employees today working at more than 50 sites coast-to-coast.”
 
The combination of Merck KGaA, Darmstadt, Germany’s and Versum’s businesses would create a complementary portfolio of electronic materials, equipment and services for the semiconductor and display industries.
 
Merck KGaA, Darmstadt, Germany’s all-cash proposal represents an attractive premium across key benchmarks:

• 51.7% premium to Versum’s undisturbed share price, on Jan. 25, 2019, the day prior to the Versum-Entegris merger announcement;
• 15.9% premium to Versum’ current share price as of Feb. 26, 2019.

Merck KGaA already has a strong footprint in the U.S. and a track record as a top employer. Over the past decade, the company has invested $24 billion in the US through acquisitions alone, including the successful acquisitions of Millipore in 2010 and Sigma-Aldrich in 2015.
 
Merck KGaA is confident it can close a transaction with Versum in the second half of 2019, assuming expedient engagement by the Versum Board of Directors.