MIGDAL HA'EMEK, Israel,
Feb. 11, 2019 /PRNewswire/
-- Camtek Ltd. (Nasdaq: CAMT) (TASE: CAMT) announced
today that Chroma Ate Inc. (TAIEX: 2360), a leading Taiwanese high
precision test and measurement equipment provider, has entered into
a definitive agreement to acquire approximately 20.5% of the shares
of Camtek, in a cash transaction.
Chroma will acquire a total of 6,117,440 Camtek shares from
Priortech Ltd., the controlling shareholder of Camtek, for
$58.1 million, and a further
1,700,000 new shares to be issued by Camtek, for $16.2 million. The total cash consideration to be
received by Camtek and Priortech amounts to $74.3 million, and is calculated based on a
share-price of $9.50 per Camtek
share, which reflects a 29% premium on Camtek's closing price as of
February 8, 2019. After the closing
of the transaction, Chroma will hold approximately 20.5%, while
Priortech will hold approximately 24% of the total issued and
outstanding shares of Camtek.
A voting agreement has been signed between Priortech and Chroma
according to which the parties will vote together in Camtek's
shareholders' meetings. According to the voting agreement, after
the closing of the transaction, Chroma will be entitled to two
seats on Camtek's Board of Directors and Priortech will be entitled
to three seats.
In addition to the investment, Chroma and Camtek entered into an
agreement in which Camtek will license its triangulation
technology, a metrology solution, in a fee-bearing license for
non-semiconductor applications to be used by Chroma. In addition,
Chroma and Camtek have agreed to cooperate in potential projects
for the semiconductor market based on synergies between their
inspection and metrology technologies.
The transaction is expected to close by the end of the second
quarter of 2019, subject to the approval of Camtek's shareholders,
as well as approvals by certain regulatory bodies, including the
Committee on Foreign Investment in the
United States (CFIUS) and the Taiwan Overseas Foreign
Investment Commission (MOEAIC), and is also dependent on other
customary closing conditions.
Rafi Amit, Camtek's CEO,
commented, "Today we signed agreements of strategic importance
for Camtek, whereby Camtek is gaining an important shareholder that
will enable it to strengthen its presence in Asia in general, and in Taiwan in particular. Together with Chroma, we
will be able to benefit from our technological capabilities beyond
the traditional semiconductor markets. I am proud of the vote of
confidence that our technology and market position has today gained
from a leading Asia-based
corporation and I am sure that this is the beginning of a long-term
and synergistic relationship that will benefit both Camtek and
Chroma."
Leo Huang, Chroma's Chairman
& CEO, commented, "Through this strategic investment
and alliance, we will be able to leverage our White Light
Interferometry (WLI) technology, covering several high precision
and large object testing and measurement applications, and
utilizing Camtek's patented Triangulation technology. The
combination of both technologies will strengthen Chroma's 3D
metrology capabilities for serving broad set of fast growing
industries and applications. I am confident that this relationship
will accelerate both parties' technology development and future
collective growth."
Camtek will be hosting a conference call to discuss its fourth
quarter and full year results on Wednesday,
February 13, 2019. Management will also discuss the
above-mentioned deal in further detail on that conference call.
ABOUT CAMTEK LTD.
Camtek is a leading manufacturer of metrology and inspection
equipment and a provider of software solutions serving the Advanced
Packaging, Memory, CMOS Image Sensors, MEMS, RF and other segments
in the mid end of the semiconductor industry.
Camtek provides dedicated solutions and crucial
yield-enhancement data, enabling manufacturers to improve yield and
drive down their production costs.
With eight offices around the world, Camtek has best-in-class
sales and customer support organization, providing tailor-made
solutions in line with customers' requirements.
This press release is available
at http://www.camtek.com
About Chroma Ate Inc.
Chroma Ate Inc. (TAIEX: 2360) was founded in November 1984. Chroma is a world leading own
brand manufacturer of high precision test and measurement
instrument and automated test systems, intelligent manufacturing
systems semiconductors testers and test & automation turnkey
solutions. Chroma serves in power electronic related components
industries, Electric Vehicle and clean technology industries, while
serving system level testing (SLT) for GPU, AI, Auto IC and 3D
sensing markets.
Chroma's headquarters is located in Taoyuan, Hwa-Ya Technology
Park, with engineering service offices worldwide including
China, Europe, Taiwan and United
States.
For more information please visit the company's
website: www.chromaate.com
This press release may contain projections or other
forward-looking statements regarding future events or the future
performance of the Company. These statements are only predictions
and may change as time passes. We do not assume any obligation to
update that information. Actual events or results may differ
materially from those projected, including as a result of changing
industry and market trends, reduced demand for our products, the
timely development of our new products and their adoption by the
market, increased competition in the industry, intellectual
property litigation, price reductions as well as due to risks
identified in the documents filed by the Company with the
SEC.
CAMTEK LTD.
Moshe
Eisenberg, CFO
Tel: +972-4-604-8308
Mobile: +972-54-900-7100
moshee@camtek.com
INTERNATIONAL INVESTOR RELATIONS
GK Investor &
Public Relations
Ehud Helft / Gavriel Frohwein
Tel: (US) +1-646-688-3559
camtek@gkir.com
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SOURCE Camtek Ltd.