Veeco Instruments Inc. · NASDAQ:VECO
Veeco Instruments — Merger or Acquisition (October 2025)
26 slides from Veeco Instruments's merger presentation, Oct 1, 2025
Slide 1: Combining to Create an Industry Leading Semiconductor Equipment Company
Combining to Create an Industry Leading Semiconductor Equipment Company Oct 1, 2025
Slide 2: Disclaimer
2 Disclaimer This presentation is for informational purposes only and may not be used for any other purposes. This Presentation shall not constitute an offer to sell, or the solicitation of an offer to buy, any securities, nor shall there be any sale of securities in any states or jurisdictions in w
Slide 3: Disclaimer: No Offer or Solicitation; Forward-Looking Statements
3 Disclaimer No Offer or Solicitation This document is not intended to and shall not constitute an offer to purchase or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such o
Slide 4: Today's Speakers
4 Russell Low, PhD President & CEO James Coogan EVP & CFO Bill Miller, PhD President & CEO John Kiernan SVP & CFO Today’s Speakers 4
Slide 5: Compelling Combination with Significant Value Creation Potential
5 EXPANDED PRODUCT PORTFOLIO COMPLEMENTARY END MARKETS ROBUST R&D AND INNOVATION ENGINE STRONG FINANCIAL PROFILE Compelling Combination with Significant Value Creation Potential Combined cash position over $900M1 and attractive FCF to accelerate returns and investment Greater R&D scale in complement
Slide 6: Combining Capabilities to Create a Compelling Investment Opportunity
6 $1.7 billion Revenue1 44% Gross Margin1 ~$230 million Combined R&D Spend1 $387 million Adj. EBITDA2 >$900 million Combined Cash3 18% Combined Revenue CAGR (2019-2024) Combined Company Highlights Provides fundamental steps in semiconductor device production Develops enabling process applications th
Slide 7: Creating an Industry Leading Semiconductor Equipment Company
7 Creating an Industry Leading Semiconductor Equipment Company SIZEABLE AND GROWING ADDRESSABLE OPPORTUNITY Expands addressable market opportunity to $5 billion+ in growing end markets benefitting from secular tailwinds HIGHLY COMPLEMENTARY BUSINESSES Complementary and diversified product portfolio,
Slide 8: Expansion of Served Addressable Markets Across Technologies
8 Source: Investor Presentations, Yole Group, TrendFocus, Gartner and internal analysis 1 Numbers may not tie due to rounding 2 Other includes Lithography, Molecular Beam Epitaxy and Atomic Layer Deposition Well positioned within end markets that are expected to experience significant growth through
Slide 9: Diversifies Technology Portfolio to Advance Customer Roadmaps
9 Diversifies Technology Portfolio to Advance Customer Roadmaps 1 Numbers may not tie due to rounding 2 Other includes Lithography, Molecular Beam Epitaxy and Atomic Layer Deposition Ability to leverage technical competencies across organizations to accelerate innovation ~$1.7 billion1 Pro-forma 202
Slide 10: Diversifies Regional Exposure Leveraging Respective Strengths
10 Diversifies Regional Exposure Leveraging Respective Strengths 1 Numbers may not tie due to rounding 52% 25% 14% 10% 36% 33% 23% 9% 45% 28% 17% 9% ~$1.0 billion1 2024 revenue ~$0.7 billion1 2024 revenue ~$1.7 billion1 Pro-forma 2024 revenue China APAC excl. China US EMEA & ROW
Slide 11: Broad and Complementary Portfolio of Capital Equipment Solutions for Semiconductor Customers
11 Broad and Complementary Portfolio of Capital Equipment Solutions for Semiconductor Customers Front end Back end Product portfolio Note: IBD: Ion Beam Deposition | EUV: Extreme Ultraviolet | LSA: Laser Spike Annealing | NSA: Nanosecond Annealing Deposition Ion Implantation Axcelis products Veeco p
Slide 12: Broad and Complementary Portfolio for Compound Semiconductor Customers
12 Broad and Complementary Portfolio of Capital Equipment Solutions for Compound Semiconductor Customers Silicon Carbide (SiC) Gallium Nitride (GaN) Product portfolio Combination creates a leader in Compound Semiconductor Equipment for Power Solutions across Epitaxial and Implant products IBD 300 Pu
Slide 13: Global Expansion and Enhanced Customer Proximity
13 Global Expansion and Enhanced Customer Proximity U.S. COMBINED LOCATIONS Sales and Service 15 sites Manufacturing and R&D 8 sites Material Warehouse 3 sites1 ASIA COMBINED LOCATIONS Sales and Service 39 sites Manufacturing 3 sites Material Warehouse 7 sites EUROPE COMBINED LOCATIONS Sales and Ser
Slide 14: Combination to Drive Synergies Across Technologies and Markets
14 Potential for Technology Optimization Cross Sell Opportunity Combined Ion Source and Component Expertise to Enhance IBD capabilities Complementary Strength in Compound Semi Cross Sell Opportunity Leveraging Strengths in Semi Applications and Customer Relationships Enhanced Value to Combined Custo
Slide 15: Creating New Opportunities for All Stakeholders
15 Creating New Opportunities for All Stakeholders Stronger combined company positioned to grow through the cycles Customers Scope and scale for end-to-end support Accelerate R&D investments to drive customer roadmaps Employees Exciting opportunities for employees across a set of broader technologie
Slide 16: Transaction Summary
16 Transaction Summary Transaction and purchase price • All stock transaction, Veeco shareholders will receive 0.3575 Axcelis shares for each share of Veeco they own at close • Represents enterprise value of ~$4.4 billion based on closing share prices on Sept. 30, 2025, and outstanding debt on Jun.
Slide 17: Creating One of the Best In-class Operating Profiles
17 Creating One of the Best In-class Operating Profiles Expected to realize $35 million in annual run-rate cost synergies within 24 months following close 1 See Appendix for reconciliations 2 Does not include expected run rate synergies Source: Axcelis and Veeco filings, Management ($mm, FY24A) Reve
Slide 18: Transaction Structure Enables Value-creative Capital Allocation
18 CAPITAL ALLOCATION PRIORITIES: Transaction Structure Enables Value-creative Capital Allocation Organic Growth 18 Inorganic Growth / M&A Axcelis and Veeco anticipate that, following the closing of the transaction, the combined company would execute a share repurchase program Capital Return
Slide 19: Creating an Industry Leading Semiconductor Equipment Company
19 Creating an Industry Leading Semiconductor Equipment Company SIZEABLE AND GROWING ADDRESSABLE OPPORTUNITY Expands addressable market opportunity to $5 billion+ in growing end markets benefitting from secular tailwinds HIGHLY COMPLEMENTARY BUSINESSES Complementary and diversified product portfolio
Slide 20: Appendix
20 Appendix
Slide 21: Axcelis Non-GAAP Reconciliation – Fiscal Year 2024
21 Axcelis Technologies Inc. Schedule Reconciling Selected Non-GAAP Financial Measures – Fiscal Year 2024 (in thousands, except per share amounts) Footnotes: 1Restructuring and other costs primarily related to early retirement programs and severance costs, due to global cost-saving initiatives 2 Imp
Slide 22: Veeco GAAP to Non-GAAP Reconciliation – Fiscal Year 2024
22 Amounts may not calculate precisely due to rounding. Veeco Instruments Inc. Supplemental Information—GAAP to Non-GAAP Reconciliation – Fiscal Year 2024 $ millions Q1 24 Q2 24 Q3 24 Q4 24 FY 24 Net sales $174.5 $175.9 $184.8 $182.1 $717.3 GAAP gross profit 75.4 75.4 79.2 74.0 304.0 GAAP gross marg
Slide 23: Social media post of Bill Miller, Veeco CEO
6. The following is a social media post of Bill Miller, Chief Executive Officer of Veeco published on October 1, 2025 relating to the Merger. LinkedIn
Slide 24: Infographic posted on microsite and company websites
7. The following is an infographic that was posted on the dedicated microsite and each of Veeco's and Axcelis' websites on October 1, 2025.
Slide 25: Combining to Create a Leading Semiconductor Equipment Company
Combining to Create a Leading Semiconductor Equipment Company Diversifies Portfolio with Complementary Capital Equipment Solutions and Expands Addressable Markets Supported by Secular Tailwinds Combining Capabilities to Create a Compelling Investment Opportunity Transaction expected to be accretive
Slide 26: Additional Information About the Potential Transaction and Where to Find It
1 By Revenue 2 Cash includes cash, cash equivalents, short-term investments and long-term investments as of June 30, 2025, as reflected in the respective balance sheets of both companies 3 Based on FY 2024 actual figures 4 Represents non-GAAP figures Additional Information About the Potential Transa
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