  {"id":71032,"date":"2021-12-14T15:14:27","date_gmt":"2021-12-14T14:14:27","guid":{"rendered":"https:\/\/www.atotech.com\/mks-instruments-and-atotech-provide-update-on-pending-acquisition-of-atotech\/"},"modified":"2021-12-14T15:21:08","modified_gmt":"2021-12-14T14:21:08","slug":"mks-instruments-and-atotech-provide-update-on-pending-acquisition-of-atotech","status":"publish","type":"post","link":"https:\/\/www.atotech.com\/cn\/mks-instruments-and-atotech-provide-update-on-pending-acquisition-of-atotech\/","title":{"rendered":"jmÌìÌÃ¹ÙÍøInstruments and Atotech Provide Update on Pending Acquisition of Atotech"},"content":{"rendered":"<p>[et_pb_section fb_built=&#8221;1&#8243; _builder_version=&#8221;3.22&#8243; da_disable_devices=&#8221;off|off|off&#8221; global_colors_info=&#8221;{}&#8221; da_is_popup=&#8221;off&#8221; da_exit_intent=&#8221;off&#8221; da_has_close=&#8221;on&#8221; da_alt_close=&#8221;off&#8221; da_dark_close=&#8221;off&#8221; da_not_modal=&#8221;on&#8221; da_is_singular=&#8221;off&#8221; da_with_loader=&#8221;off&#8221; da_has_shadow=&#8221;on&#8221;][et_pb_row _builder_version=&#8221;3.25&#8243; background_size=&#8221;initial&#8221; background_position=&#8221;top_left&#8221; background_repeat=&#8221;repeat&#8221; global_colors_info=&#8221;{}&#8221;][et_pb_column type=&#8221;4_4&#8243; _builder_version=&#8221;3.25&#8243; custom_padding=&#8221;|||&#8221; global_colors_info=&#8221;{}&#8221; custom_padding__hover=&#8221;|||&#8221;][\/et_pb_column][\/et_pb_row][\/et_pb_section][et_pb_section fb_built=&#8221;1&#8243; admin_label=&#8221;section&#8221; _builder_version=&#8221;3.22&#8243; da_disable_devices=&#8221;off|off|off&#8221; locked=&#8221;off&#8221; global_colors_info=&#8221;{}&#8221; da_is_popup=&#8221;off&#8221; da_exit_intent=&#8221;off&#8221; da_has_close=&#8221;on&#8221; da_alt_close=&#8221;off&#8221; da_dark_close=&#8221;off&#8221; da_not_modal=&#8221;on&#8221; da_is_singular=&#8221;off&#8221; da_with_loader=&#8221;off&#8221; da_has_shadow=&#8221;on&#8221;][et_pb_row column_structure=&#8221;1_3,2_3&#8243; admin_label=&#8221;row&#8221; _builder_version=&#8221;3.25&#8243; background_size=&#8221;initial&#8221; background_position=&#8221;top_left&#8221; background_repeat=&#8221;repeat&#8221; global_colors_info=&#8221;{}&#8221;][et_pb_column type=&#8221;1_3&#8243; _builder_version=&#8221;3.25&#8243; custom_padding=&#8221;|||&#8221; global_colors_info=&#8221;{}&#8221; custom_padding__hover=&#8221;|||&#8221;][et_pb_image src=&#8221;https:\/\/www.atotech.com\/wp-content\/uploads\/2018\/07\/Atotech_Logo_ver_RGB.jpg&#8221; align_tablet=&#8221;center&#8221; align_phone=&#8221;&#8221; align_last_edited=&#8221;on|desktop&#8221; _builder_version=&#8221;3.23&#8243; animation_style=&#8221;slide&#8221; animation_direction=&#8221;left&#8221; animation_duration=&#8221;500ms&#8221; animation_intensity_slide=&#8221;10%&#8221; z_index_tablet=&#8221;500&#8243; locked=&#8221;off&#8221; global_colors_info=&#8221;{}&#8221;][\/et_pb_image][\/et_pb_column][et_pb_column type=&#8221;2_3&#8243; _builder_version=&#8221;3.25&#8243; custom_padding=&#8221;|||&#8221; global_colors_info=&#8221;{}&#8221; custom_padding__hover=&#8221;|||&#8221;][et_pb_text admin_label=&#8221;jmÌìÌÃ¹ÙÍøInstruments and Atotech Provide Update on Pending Acquisition of Atotech&#8221; _builder_version=&#8221;4.14.2&#8243; background_size=&#8221;initial&#8221; background_position=&#8221;top_left&#8221; background_repeat=&#8221;repeat&#8221; global_colors_info=&#8221;{}&#8221;]<\/p>\n<p>ANDOVER, Mass. and LONDON, England \u2013 December 14, 2021 \u2013\u00a0(GLOBE NEWSWIRE) \u2013 jmÌìÌÃ¹ÙÍøInstruments, Inc. (NASDAQ:\u00a0MKSI) (\u201cMKS\u201d), a global provider of technologies that enable advanced processes and improve productivity, and Atotech Limited (NYSE: ATC) (\u201cAtotech\u201d), a leading process chemicals technology and advanced electroplating solutions company, today provided the following update on MKS\u2019 previously announced pending acquisition of Atotech.<\/p>\n<p>The pending acquisition has received the approval, or indication of imminent approval, from 12 out of 13 global antitrust regulatory authorities, which approvals are conditions to the closing of the transaction.\u00a0 In China, the remaining jurisdiction, jmÌìÌÃ¹ÙÍøand Atotech are continuing to work constructively with the State Administration for Market Regulation (\u201cSAMR\u201d), and now anticipate closing the acquisition in the first quarter of 2022.<\/p>\n<p>Completion of the transaction, which is to be effected by means of a scheme of arrangement under the laws of the Bailiwick of Jersey, is also subject to obtaining the required sanction by the Royal Court of Jersey and the satisfaction of customary closing conditions.\u00a0 The court hearing seeking such sanction is now expected to take place in the first quarter of 2022, rather than on December 22, 2021 as previously scheduled.<\/p>\n<p>\u201cWe are pleased by the substantial progress that has been made in meeting the regulatory conditions required to complete the acquisition of Atotech,\u201d said John T.C. Lee, President and CEO of MKS. \u201cWe look forward to combining our capabilities in lasers, optics, motion and process chemistry to drive faster, better solutions and innovations for customers in advanced electronics.\u201d<\/p>\n<p>As previously announced on July 1, 2021, jmÌìÌÃ¹ÙÍøentered into a definitive agreement with Atotech (the \u201cImplementation Agreement\u201d) pursuant to which jmÌìÌÃ¹ÙÍøwill acquire Atotech for $16.20 in cash and 0.0552 of a share of jmÌìÌÃ¹ÙÍøcommon stock for each Atotech common share. At the time of the announcement, the equity value of the transaction was approximately $5.1 billion and the enterprise value of the transaction was approximately $6.5 billion.<\/p>\n<p>As previously announced by Atotech, on November 3, 2021 the transaction was approved by Atotech shareholders at a meeting convened pursuant to an order of the Royal Court of Jersey and a special resolution to implement the transaction was passed by Atotech shareholders at a general meeting.<\/p>\n<p>In accordance with the terms of the Implementation Agreement, the last date for completing the transaction will automatically be extended to March 31, 2022 to allow additional time for the outstanding approval in China to be received.<\/p>\n<p>A further announcement relating to the expected timetable of principal events will be published by Atotech in due course by public announcement in the United States and by making such announcement available on Atotech\u2019s website at <a href=\"https:\/\/investors.atotech.com\">https:\/\/investors.atotech.com<\/a>.<\/p>\n<p>&nbsp;<\/p>\n<p><strong>About jmÌìÌÃ¹ÙÍøInstruments\u00a0<\/strong><strong>\u00a0<\/strong><\/p>\n<p>jmÌìÌÃ¹ÙÍøInstruments, Inc. is a global provider of instruments, systems, subsystems and process control solutions that measure, monitor, deliver, analyze, power and control critical parameters of advanced manufacturing processes to improve process performance and productivity for our customers. Our products are derived from our core competencies in pressure measurement and control, flow measurement and control, gas and vapor delivery, gas composition analysis, electronic control technology, reactive gas generation and delivery, power generation and delivery, vacuum technology, temperature sensing, lasers, photonics, optics, precision motion control, vibration control and laser-based manufacturing systems solutions. We also provide services relating to the maintenance and repair of our products, installation services and training. Our primary served markets include semiconductor, industrial technologies, life and health sciences, and research and defense. Additional information can be found at\u00a0<a href=\"http:\/\/www.mksinst.com\/\">www.mksinst.com<\/a>.<\/p>\n<p>&nbsp;<\/p>\n<p><strong>About Atotech<\/strong><\/p>\n<p>Atotech is a leading specialty chemicals technology and advanced electroplating solutions company. Atotech delivers chemistry, equipment, software, and services for innovative technology applications through an integrated systems-and-solutions approach. Atotech solutions are used in a wide variety of end-markets, including smartphones and other consumer electronics, communications infrastructure, and computing, as well as in numerous industrial and consumer applications such as automotive, heavy machinery, and household appliances.<\/p>\n<p>Atotech, headquartered in Berlin, Germany, is a team of 4,000 experts in over 40 countries generating annual revenue of $1.2\u00a0billion in 2020. Atotech has manufacturing operations across Europe, the Americas, and Asia. With its well-established innovative strength and industry leading global TechCenter network, Atotech delivers pioneering solutions combined with unparalleled on-site support for over 9,000 customers worldwide. For more information about Atotech, please visit <a href=\"https:\/\/www.atotech.com\">www.atotech.com<\/a>.<\/p>\n<p>&nbsp;<\/p>\n<p><strong>Safe Harbor for Forward-Looking Statements<\/strong><\/p>\n<p>Statements in this press release regarding the proposed transaction between jmÌìÌÃ¹ÙÍøand Atotech (the \u201ctransaction\u201d), the expected timetable for completing the transaction, the ability to close the transaction or the business impact of any mandated conditions to close the transaction, future financial and operating results and metrics for the combined company, benefits and synergies of the transaction, future opportunities for the combined company and any other statements about jmÌìÌÃ¹ÙÍømanagement\u2019s future expectations, beliefs, goals, plans or prospects constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements that are not statements of historical fact (including statements containing the words \u201cwill,\u201d \u201cprojects,\u201d \u201cintends,\u201d \u201cbelieves,\u201d \u201cplans,\u201d \u201canticipates,\u201d \u201cexpects,\u201d \u201cestimates,\u201d \u201cforecasts,\u201d \u201ccontinues\u201d and similar expressions) should also be considered to be forward-looking statements. These statements are only predictions based on current assumptions and expectations. Actual events or results may differ materially from those in the forward-looking statements set forth herein. Among the important factors that could cause actual events to differ materially from those in the forward-looking statements are: the ability of the parties to obtain the required regulatory approval of SAMR and meet other closing conditions required to complete the transaction; manufacturing and sourcing risks, including the impact and duration of supply chain disruptions and component shortages; the terms of MKS\u2019 existing term loan, the terms and availability of financing for the transaction, the substantial indebtedness the Company expects to incur in connection with the transaction and the need to generate sufficient cash flows to service and repay such debt; MKS\u2019 entry into Atotech\u2019s chemicals technology business, in which jmÌìÌÃ¹ÙÍødoes not have experience and which may expose it to significant additional liabilities; the risk of litigation relating to the transaction; unexpected costs, charges or expenses resulting from the transaction; the risk that disruption from the transaction materially and adversely affects the respective businesses and operations of jmÌìÌÃ¹ÙÍøand Atotech; restrictions during the pendency of the transaction that impact MKS\u2019 or Atotech\u2019s ability to pursue certain business opportunities or other strategic transactions; the ability of jmÌìÌÃ¹ÙÍøto realize the anticipated synergies, cost savings and other benefits of the transaction, including the risk that the anticipated benefits from the transaction may not be realized within the expected time period or at all; competition from larger or more established companies in the companies\u2019 respective markets; MKS\u2019 ability to successfully grow Atotech\u2019s business; potential adverse reactions or changes to business relationships resulting from the pendency or completion of the transaction; the ability of jmÌìÌÃ¹ÙÍøto retain and hire key employees; legislative, regulatory and economic developments, including changing conditions affecting the markets in which jmÌìÌÃ¹ÙÍøand Atotech operate, including the fluctuations in capital spending in the semiconductor industry and other advanced manufacturing markets and fluctuations in sales to MKS\u2019 and Atotech\u2019s existing and prospective customers; the challenges, risks and costs involved with integrating the operations of the companies jmÌìÌÃ¹ÙÍøacquires; the impact of the COVID-19 pandemic and related private and public measures on Atotech\u2019s business; the ability of jmÌìÌÃ¹ÙÍøto anticipate and meet customer demand; potential fluctuations in quarterly results; dependence on new product development; rapid technological and market change; acquisition strategy; volatility of stock price; international operations; financial risk management; and the other factors described in MKS\u2019 Annual Report on Form 10-K for the fiscal year ended December 31, 2020 and any subsequent Quarterly Reports on Form 10-Q, and Atotech\u2019s Annual Report on Form 20-F for the fiscal year ended December 31, 2020 and any subsequent Reports on Form 6-K, each as filed with the U.S. Securities and Exchange Commission. jmÌìÌÃ¹ÙÍøand Atotech are under no obligation to, and expressly disclaim any obligation to, update or alter these forward-looking statements, whether as a result of new information, future events or otherwise after the date of this press release.<\/p>\n<p><strong>Additional Information and Where to Find It<\/strong><\/p>\n<p>Shareholders may obtain a free copy of the scheme document and other documents jmÌìÌÃ¹ÙÍøor Atotech file with the SEC (when available) through the website maintained by the SEC at www.sec.gov. jmÌìÌÃ¹ÙÍøand Atotech will also make available free of charge on their respective investor relations websites at https:\/\/investor.mksinst.com or https:\/\/investors.atotech.com, respectively, copies of materials it files with, or furnishes to, the SEC.<\/p>\n<p><strong>No Offer or Solicitation<\/strong><\/p>\n<p>This communication is for information purposes only and is not intended to and does not constitute, or form part of, an offer, invitation or the solicitation of an offer or invitation to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities, or the solicitation of any vote or approval in any jurisdiction, pursuant to the proposed transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law.<\/p>\n<p>The proposed transaction will be implemented solely pursuant to the scheme of arrangement, subject to the terms and conditions of the Implementation Agreement, which contains the terms and conditions of the proposed transaction.<\/p>\n<p>&nbsp;<\/p>\n<p>###<\/p>\n<p>&nbsp;<\/p>\n<p><strong>MKS\u00a0Contacts:<\/strong><\/p>\n<p><b>Investor Relations<\/b>:<br \/>David\u00a0Ryzhik<br \/>Vice President, Investor Relations<br \/>Telephone: (978) 557-5180<br \/>Email:\u00a0<a href=\"mailto:david.ryzhik@mksinst.com?subject=Investor%20inquiry\">david.ryzhik@mksinst.com<\/a><\/p>\n<p>&nbsp;<\/p>\n<p><b>Press Relations<\/b>:<br \/>Bill Casey<br \/>Senior Director, Marketing Communications<br \/>Telephone: (630) 995-6384<br \/>Email:\u00a0<a href=\"mailto:bill.casey@mksinst.com\">bill.casey@mksinst.com<\/a><\/p>\n<p>Tom Davies \/ Jeremy Fielding<br \/>Kekst\u00a0CNC<br \/>Emails: <a href=\"mailto:tom.davies@kekstcnc.com?subject=MKS\/Atotech\">tom.davies@kekstcnc.com<\/a> \/ <a href=\"mailto:jeremy.fielding@kekstcnc.com?subject=MKS\/Atotech\">jeremy.fielding@kekstcnc.com<\/a><\/p>\n<p>&nbsp;<\/p>\n<p><strong>Atotech\u00a0Contacts:<\/strong><strong>\u00a0<\/strong><strong>\u00a0<\/strong><\/p>\n<p><b>Investor Relations &amp; Communications:<\/b><\/p>\n<p>Sarah Spray<br \/>Vice President, Global Head of Investor Relations &amp; Communications<br \/>+1 803.504.4731<br \/>Email: <a href=\"mailto:sarah.spray@atotech.com\">sarah.spray@atotech.com<\/a><\/p>\n<p>Patrick Ryan (USA) \/ Ruediger Assion (Germany)<br \/>Edelman<br \/>Emails: <a href=\"mailto:patrick.ryan@edelman.com\">patrick.ryan@edelman.com<\/a> \/ <a href=\"mailto:ruediger.assion@edelman.com\">ruediger.assion@edelman.com<\/a><\/p>\n<p>[\/et_pb_text][\/et_pb_column][\/et_pb_row][\/et_pb_section]<\/p>\n","protected":false},"excerpt":{"rendered":"<p>ANDOVER, Mass. and LONDON, England \u2013 December 14, 2021 \u2013\u00a0(GLOBE NEWSWIRE) \u2013 jmÌìÌÃ¹ÙÍøInstruments, Inc. (NASDAQ:\u00a0MKSI) (\u201cMKS\u201d), a global provider of technologies that enable advanced processes and improve productivity, and Atotech Limited (NYSE: ATC) (\u201cAtotech\u201d), a leading process chemicals technology and advanced electroplating solutions company, today provided the following update on MKS\u2019 previously announced pending [&hellip;]<\/p>\n","protected":false},"author":4,"featured_media":51357,"comment_status":"open","ping_status":"open","sticky":false,"template":"","format":"standard","meta":{"_acf_changed":false,"_et_pb_use_builder":"on","_et_pb_old_content":"<p>ANDOVER, Mass. and LONDON, England \u2013 December 14, 2021 \u2013\u00a0(GLOBE NEWSWIRE) \u2013 jmÌìÌÃ¹ÙÍøInstruments, Inc. (NASDAQ:\u00a0MKSI) (\u201cMKS\u201d), a global provider of technologies that enable advanced processes and improve productivity, and Atotech Limited (NYSE: ATC) (\u201cAtotech\u201d), a leading process chemicals technology and advanced electroplating solutions company, today provided the following update on MKS\u2019 previously announced pending acquisition of Atotech.<\/p><p>The pending acquisition has received the approval, or indication of imminent approval, from 12 out of 13 global antitrust regulatory authorities, which approvals are conditions to the closing of the transaction.\u00a0 In China, the remaining jurisdiction, jmÌìÌÃ¹ÙÍøand Atotech are continuing to work constructively with the State Administration for Market Regulation (\u201cSAMR\u201d), and now anticipate closing the acquisition in the first quarter of 2022.<\/p><p>Completion of the transaction, which is to be effected by means of a scheme of arrangement under the laws of the Bailiwick of Jersey, is also subject to obtaining the required sanction by the Royal Court of Jersey and the satisfaction of customary closing conditions.\u00a0 The court hearing seeking such sanction is now expected to take place in the first quarter of 2022, rather than on December 22, 2021 as previously scheduled.<\/p><p>\u201cWe are pleased by the substantial progress that has been made in meeting the regulatory conditions required to complete the acquisition of Atotech,\u201d said John T.C. Lee, President and CEO of MKS. \u201cWe look forward to combining our capabilities in lasers, optics, motion and process chemistry to drive faster, better solutions and innovations for customers in advanced electronics.\u201d<\/p><p>As previously announced on July 1, 2021, jmÌìÌÃ¹ÙÍøentered into a definitive agreement with Atotech (the \u201cImplementation Agreement\u201d) pursuant to which jmÌìÌÃ¹ÙÍøwill acquire Atotech for $16.20 in cash and 0.0552 of a share of jmÌìÌÃ¹ÙÍøcommon stock for each Atotech common share. At the time of the announcement, the equity value of the transaction was approximately $5.1 billion and the enterprise value of the transaction was approximately $6.5 billion.<\/p><p>As previously announced by Atotech, on November 3, 2021 the transaction was approved by Atotech shareholders at a meeting convened pursuant to an order of the Royal Court of Jersey and a special resolution to implement the transaction was passed by Atotech shareholders at a general meeting.<\/p><p>In accordance with the terms of the Implementation Agreement, the last date for completing the transaction will automatically be extended to March 31, 2022 to allow additional time for the outstanding approval in China to be received.<\/p><p>A further announcement relating to the expected timetable of principal events will be published by Atotech in due course by public announcement in the United States and by making such announcement available on Atotech\u2019s website at <a href=\"https:\/\/investors.atotech.com\">https:\/\/investors.atotech.com<\/a>.<\/p><p><strong>About jmÌìÌÃ¹ÙÍøInstruments\u00a0<\/strong><strong>\u00a0<\/strong><\/p><p>jmÌìÌÃ¹ÙÍøInstruments, Inc. is a global provider of instruments, systems, subsystems and process control solutions that measure, monitor, deliver, analyze, power and control critical parameters of advanced manufacturing processes to improve process performance and productivity for our customers. Our products are derived from our core competencies in pressure measurement and control, flow measurement and control, gas and vapor delivery, gas composition analysis, electronic control technology, reactive gas generation and delivery, power generation and delivery, vacuum technology, temperature sensing, lasers, photonics, optics, precision motion control, vibration control and laser-based manufacturing systems solutions. We also provide services relating to the maintenance and repair of our products, installation services and training. Our primary served markets include semiconductor, industrial technologies, life and health sciences, and research and defense. Additional information can be found at\u00a0<a href=\"http:\/\/www.mksinst.com\/\">www.mksinst.com<\/a>.<\/p><p>\u00a0<\/p><p><strong>About Atotech<\/strong><\/p><p>Atotech is a leading specialty chemicals technology and advanced electroplating solutions company. Atotech delivers chemistry, equipment, software, and services for innovative technology applications through an integrated systems-and-solutions approach. Atotech solutions are used in a wide variety of end-markets, including smartphones and other consumer electronics, communications infrastructure, and computing, as well as in numerous industrial and consumer applications such as automotive, heavy machinery, and household appliances.<\/p><p>Atotech, headquartered in Berlin, Germany, is a team of 4,000 experts in over 40 countries generating annual revenue of $1.2\u00a0billion in 2020. Atotech has manufacturing operations across Europe, the Americas, and Asia. With its well-established innovative strength and industry leading global TechCenter network, Atotech delivers pioneering solutions combined with unparalleled on-site support for over 9,000 customers worldwide. For more information about Atotech, please visit <a href=\"https:\/\/www.atotech.com\">www.atotech.com<\/a>.<\/p><p>\u00a0<\/p><p><strong>Safe Harbor for Forward-Looking Statements<\/strong><\/p><p>Statements in this press release regarding the proposed transaction between jmÌìÌÃ¹ÙÍøand Atotech (the \u201ctransaction\u201d), the expected timetable for completing the transaction, the ability to close the transaction or the business impact of any mandated conditions to close the transaction, future financial and operating results and metrics for the combined company, benefits and synergies of the transaction, future opportunities for the combined company and any other statements about jmÌìÌÃ¹ÙÍømanagement\u2019s future expectations, beliefs, goals, plans or prospects constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements that are not statements of historical fact (including statements containing the words \u201cwill,\u201d \u201cprojects,\u201d \u201cintends,\u201d \u201cbelieves,\u201d \u201cplans,\u201d \u201canticipates,\u201d \u201cexpects,\u201d \u201cestimates,\u201d \u201cforecasts,\u201d \u201ccontinues\u201d and similar expressions) should also be considered to be forward-looking statements. These statements are only predictions based on current assumptions and expectations. Actual events or results may differ materially from those in the forward-looking statements set forth herein. Among the important factors that could cause actual events to differ materially from those in the forward-looking statements are: the ability of the parties to obtain the required regulatory approval of SAMR and meet other closing conditions required to complete the transaction; manufacturing and sourcing risks, including the impact and duration of supply chain disruptions and component shortages; the terms of MKS\u2019 existing term loan, the terms and availability of financing for the transaction, the substantial indebtedness the Company expects to incur in connection with the transaction and the need to generate sufficient cash flows to service and repay such debt; MKS\u2019 entry into Atotech\u2019s chemicals technology business, in which jmÌìÌÃ¹ÙÍødoes not have experience and which may expose it to significant additional liabilities; the risk of litigation relating to the transaction; unexpected costs, charges or expenses resulting from the transaction; the risk that disruption from the transaction materially and adversely affects the respective businesses and operations of jmÌìÌÃ¹ÙÍøand Atotech; restrictions during the pendency of the transaction that impact MKS\u2019 or Atotech\u2019s ability to pursue certain business opportunities or other strategic transactions; the ability of jmÌìÌÃ¹ÙÍøto realize the anticipated synergies, cost savings and other benefits of the transaction, including the risk that the anticipated benefits from the transaction may not be realized within the expected time period or at all; competition from larger or more established companies in the companies\u2019 respective markets; MKS\u2019 ability to successfully grow Atotech\u2019s business; potential adverse reactions or changes to business relationships resulting from the pendency or completion of the transaction; the ability of jmÌìÌÃ¹ÙÍøto retain and hire key employees; legislative, regulatory and economic developments, including changing conditions affecting the markets in which jmÌìÌÃ¹ÙÍøand Atotech operate, including the fluctuations in capital spending in the semiconductor industry and other advanced manufacturing markets and fluctuations in sales to MKS\u2019 and Atotech\u2019s existing and prospective customers; the challenges, risks and costs involved with integrating the operations of the companies jmÌìÌÃ¹ÙÍøacquires; the impact of the COVID-19 pandemic and related private and public measures on Atotech\u2019s business; the ability of jmÌìÌÃ¹ÙÍøto anticipate and meet customer demand; potential fluctuations in quarterly results; dependence on new product development; rapid technological and market change; acquisition strategy; volatility of stock price; international operations; financial risk management; and the other factors described in MKS\u2019 Annual Report on Form 10-K for the fiscal year ended December 31, 2020 and any subsequent Quarterly Reports on Form 10-Q, and Atotech\u2019s Annual Report on Form 20-F for the fiscal year ended December 31, 2020 and any subsequent Reports on Form 6-K, each as filed with the U.S. Securities and Exchange Commission. jmÌìÌÃ¹ÙÍøand Atotech are under no obligation to, and expressly disclaim any obligation to, update or alter these forward-looking statements, whether as a result of new information, future events or otherwise after the date of this press release.<\/p><p><strong>Additional Information and Where to Find It<\/strong><\/p><p>Shareholders may obtain a free copy of the scheme document and other documents jmÌìÌÃ¹ÙÍøor Atotech file with the SEC (when available) through the website maintained by the SEC at www.sec.gov. jmÌìÌÃ¹ÙÍøand Atotech will also make available free of charge on their respective investor relations websites at https:\/\/investor.mksinst.com or https:\/\/investors.atotech.com, respectively, copies of materials it files with, or furnishes to, the SEC.<\/p><p><strong>No Offer or Solicitation<\/strong><\/p><p>This communication is for information purposes only and is not intended to and does not constitute, or form part of, an offer, invitation or the solicitation of an offer or invitation to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities, or the solicitation of any vote or approval in any jurisdiction, pursuant to the proposed transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law.<\/p><p>The proposed transaction will be implemented solely pursuant to the scheme of arrangement, subject to the terms and conditions of the Implementation Agreement, which contains the terms and conditions of the proposed transaction.<\/p><p>\u00a0<\/p><p>###<\/p><p>\u00a0<\/p><p><strong>MKS\u00a0Contacts:<\/strong><\/p><p><b>Investor Relations<\/b>:<br \/>David\u00a0Ryzhik<br \/>Vice President, Investor Relations<br \/>Telephone: (978) 557-5180<br \/>Email:\u00a0<a href=\"mailto:david.ryzhik@mksinst.com?subject=Investor%20inquiry\">david.ryzhik@mksinst.com<\/a><\/p><p>\u00a0<\/p><p><b>Press Relations<\/b>:<br \/>Bill Casey<br \/>Senior Director, Marketing Communications<br \/>Telephone: (630) 995-6384<br \/>Email:\u00a0<a href=\"mailto:bill.casey@mksinst.com\">bill.casey@mksinst.com<\/a><\/p><p>Tom Davies \/ Jeremy Fielding<br \/>Kekst\u00a0CNC<br \/>Emails: <a href=\"mailto:tom.davies@kekstcnc.com?subject=MKS\/Atotech\">tom.davies@kekstcnc.com<\/a> \/ <a href=\"mailto:jeremy.fielding@kekstcnc.com?subject=MKS\/Atotech\">jeremy.fielding@kekstcnc.com<\/a><\/p><p>\u00a0<\/p><p><strong>Atotech\u00a0Contacts:<\/strong><strong>\u00a0<\/strong><strong>\u00a0<\/strong><\/p><p><b>Investor Relations & Communications:<\/b><\/p><p>Sarah Spray<br \/>Vice President, Global Head of Investor Relations & Communications<br \/>+1 803.504.4731<br \/>Email: <a href=\"mailto:sarah.spray@atotech.com\">sarah.spray@atotech.com<\/a><\/p><p>Patrick Ryan (USA) \/ Ruediger Assion (Germany)<br \/>Edelman<br \/>Emails: <a href=\"mailto:patrick.ryan@edelman.com\">patrick.ryan@edelman.com<\/a> \/ <a href=\"mailto:ruediger.assion@edelman.com\">ruediger.assion@edelman.com<\/a><\/p>","_et_gb_content_width":"","iawp_total_views":4,"footnotes":""},"categories":[177,180,113],"tags":[],"class_list":["post-71032","post","type-post","status-publish","format-standard","has-post-thumbnail","hentry","category-corporate-cn","category-news-cn","category-press-releases-cn"],"acf":[],"_links":{"self":[{"href":"https:\/\/www.atotech.com\/cn\/wp-json\/wp\/v2\/posts\/71032","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/www.atotech.com\/cn\/wp-json\/wp\/v2\/posts"}],"about":[{"href":"https:\/\/www.atotech.com\/cn\/wp-json\/wp\/v2\/types\/post"}],"author":[{"embeddable":true,"href":"https:\/\/www.atotech.com\/cn\/wp-json\/wp\/v2\/users\/4"}],"replies":[{"embeddable":true,"href":"https:\/\/www.atotech.com\/cn\/wp-json\/wp\/v2\/comments?post=71032"}],"version-history":[{"count":1,"href":"https:\/\/www.atotech.com\/cn\/wp-json\/wp\/v2\/posts\/71032\/revisions"}],"predecessor-version":[{"id":71033,"href":"https:\/\/www.atotech.com\/cn\/wp-json\/wp\/v2\/posts\/71032\/revisions\/71033"}],"wp:featuredmedia":[{"embeddable":true,"href":"https:\/\/www.atotech.com\/cn\/wp-json\/wp\/v2\/media\/51357"}],"wp:attachment":[{"href":"https:\/\/www.atotech.com\/cn\/wp-json\/wp\/v2\/media?parent=71032"}],"wp:term":[{"taxonomy":"category","embeddable":true,"href":"https:\/\/www.atotech.com\/cn\/wp-json\/wp\/v2\/categories?post=71032"},{"taxonomy":"post_tag","embeddable":true,"href":"https:\/\/www.atotech.com\/cn\/wp-json\/wp\/v2\/tags?post=71032"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}