Entegris, Inc. · NASDAQ:ENTG
Entegris — Merger or Acquisition (June 2018)
14 slides from Entegris's merger presentation, Jun 7, 2018
Slide 1: Entegris to Acquire SAES Pure Gas business
Exhibit 99.2 Entegris to Acquire SAES Pure Gas business June 6, 2018 Rev f6
Slide 2: Safe harbor
Safe harbor This presentation contains, and management may make, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The words “believe,” “expect,” “anticipate,” “intends,” “estimate,” “forecast,” “project,” “should,” “may,” “will,” “would” or the n
Slide 3: Entegris to acquire SAES Pure Gas business; transaction overview
Entegris to acquire SAES Pure Gas business; transaction overview. • Addresses a rapidly growing market need for ever-greater purity in the semiconductor industry • Complements our microcontamination control solutions and enables us to offer end-to-end gas purification solutions • Accretive acquisiti
Slide 4: A highly accretive transaction
A highly accretive transaction. Transaction Value $355 million1 Approx. 9 times multiple, pro forma for synergies2 Expected to add $0.08 to $0.10 to non-GAAP EPS in 2018 Synergies and EPS Impact and $0.17 to $0.20 in 2019 $5 million in cost synergies to be in place by end of 2019 Financing Cash on h
Slide 5: Increasing process complexity, purity requirements, and materials intensity driving gas purification
Increasing process complexity, purity requirements, and materials intensity driving gas purification. Purity in key process Process gas More complex areas in the fab are consumption is device architectures approaching parts expected to increase per quadrillion 7% CAGR over the (PPQ)1 next 5 years2 I
Slide 6: SAES Pure Gas at a glance
SAES Pure Gas at a glance. Established provider of high- throughput gas purification systems Unit of Italy-based company 20171 sales of approx. $91 million; EBITDA of approx. $33 million Operation is based in San Luis Obispo, California Serving traditional semiconductor, lithography, LED, and displa
Slide 7: Diverse customer base
Diverse customer base. SAES Pure Gas serves a wide range of gas manufacturers and semi fab customers. 2017 SAES Pure Gas 2017 SAES Pure Gas Sales by Customer Sales by Type1 Geography1 China 11% 1% 4% 9% Semiconductor Fabs & 7% N. America Gas Manufacturers 8% Korea 8% Equipment Makers 40% 8% Europe L
Slide 8: Where does SAES Pure Gas fit?
Where does SAES Pure Gas fit? Entegris FY2017 Pro forma Sales by Segment Microcontamination Control (MC) $1,434 million1 Division Portfolio MC Espresso Gas $527M Purifiers POU Liquid Liquid Gas Filters Purifiers Filters Gas SCEM AMH Purifiers SAES Pure Gas $486M $421M Bulk 1Fiscal 2017 pro forma sal
Slide 9: End-to-end solutions
End-to-end solutions. Cleanroom Level Point of Use Etch Deposition Scanner Gas filters N2 purge (optics) Gas filters POU purifier Sub Fab Gas manifold Gas manifold Level Entegris gas filtration and POU POU purifier/ purifier/ purification filter filter solutions Laser Gas Gas XCDA SAES Pure Gas Cabi
Slide 10: Financial Summary
Financial Summary Non-GAAP $ in millions 2017 Entegris SAES Pure Gas1 Pro Forma Sales $1,343 $91 $1,434 Adjusted EBITDA $357 $33 $390 Depreciation $58 $0.4 $58.4 Pro forma cash at end of 1Q18, after acquisition price and transaction costs: $200 million2 Commitment is maintained for $10 million quart
Slide 11: Thank you! Q&A
uw Thank you! (om Entegris
Slide 12: Appendix
Cx. Appendix EApemis
Slide 13: Reconciliation of GAAP Net Income to Adjusted Operating Income and Adjusted EBITDA
Entegris, Inc. and Subsidiaries Reconciliation of GAAP Net Income to Adjusted Operating Income and Adjusted EBITDA1 (In thousands) Twelve months ended Three months ended (Unaudited) December 31, 2017 March 31, 2018 Net sales $1,342,532 $367,199 Net income $85,066 $57,562 Adjustments to net income: I
Slide 14: Reconciliation of Adjusted EBITDA to Net Income
SAES Pure Gas Reconciliation of Adjusted EBITDA to Net Income1 (In thousands) Twelve months Three months ended ended (Unaudited) December 31, March 31, 2018 2017 Net income of acquired business $9,237 $1,135 Adjustments to net income Income tax expense 5,251 405 Interest (income) expense, net (242)