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II-VI Inc. Acquires M Cubed

II-VI Incorporated Announces Acquisition of M Cubed Technologies

PITTSBURGH, Nov. 1, 2012 (GLOBE NEWSWIRE) — II-VI Incorporated (IIVI) announced today that it has acquired all of the outstanding shares of M Cubed Technologies, Inc. (M Cubed). The initial consideration consisted of cash of $71.4 million. In addition, the purchase price is subject to customary closing adjustments including a working capital adjustment which could increase the purchase price by up to $2.5 million in cash.

Founded in 1993, M Cubed is headquartered in Connecticut with manufacturing locations in Monroe and Newtown, Connecticut, and Newark, Delaware. M Cubed is a privately-held company that develops advanced ceramic materials and precision motion control products addressing the Semiconductor, Display, Industrial, and Defense markets. For the 12 months ended June 30, 2012, M Cubed generated $52 million in revenues.

For the fiscal year ending June 30, 2013, M Cubed is expected to generate approximately $35 million in revenues during the eight months of ownership by II-VI and is expected to be accretive between $0.01 and $0.03 earnings per share, net of transaction expenses. M Cubed will be included in the Company’s Advanced Products Group segment for financial reporting purposes.

Francis J. Kramer, president and chief executive officer of II-VI Incorporated, stated “The acquisition of M Cubed will expand our engineered material business portfolio in the reaction bonded silicon carbide ceramics and metal matrix composite engineered material markets, which will enable us to provide value added ceramic components through OEM channels into the semiconductor, display, industrial, and defense sectors. Synergies in both material and process technologies will also help II-VI launch new products to address the needs of semiconductor tool makers, as they address existing and new technology nodes as well as the move toward 450 mm wafer processing. We also anticipate that the close cooperation between our combined companies can accelerate the development of new materials for optical, wear, refractory, and thermal management applications in the industrial sector.”

Randall D. Price, Sr., chairman and chief executive officer of M Cubed Technologies, Inc., stated “We believe that this acquisition represents an outstanding strategic fit for M Cubed and II-VI that will result in significant growth opportunities for the business and our dedicated team of employees. We also believe that the combination will provide additional financial stability allowing M Cubed to expand upon the exceptional level of support for which our customers have grown to rely upon M Cubed.”

Lazard Freres & Co., LLC served as exclusive financial advisor and Finn Dixon & Herling LLP served as legal advisor on behalf of M Cubed.


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