Corporate Team Represents Entegris in its Acquisition of ATMI

Ropes & Gray is representing Entegris, Inc., in its acquisition of ATMI, Inc., a supplier of high performance materials, materials packaging, and materials delivery systems for use in the manufacture of microelectronics devices.

The boards of directors of both companies have unanimously approved a definitive merger agreement under which Entegris will acquire ATMI for a total equity value of approximately $1.15 billion on a fully-diluted basis, or approximately $850 million net of cash acquired, including the net cash proceeds from the sale of ATMI’s LifeSciences business of $170 million. Under the terms of the merger agreement, ATMI shareholders will receive $34.00 in cash, without interest or dividends, for each share of ATMI common stock they hold at the time of closing. The companies anticipate closing the transaction in the second quarter of 2014. The price represents a premium of 26.3 percent to ATMI’s closing price of $26.93 on February 3, 2014.

The Ropes & Gray team was led by private equity partner Craig Marcus and included tax partner Eric Elfman, benefits partner Renata Ferrari, real estate partner Peter Alpert, government enforcement partner Jim Dowden.