Merix Corporation Announces Closing of Acquisition of Operations of Eastern Pacific Circuits Limited
September 29 2005 - 4:13AM
Business Wire
Merix Corporation (Nasdaq:MERX): -- Merix will conduct a conference
call and live webcast on Friday, September 30, 2005 at 5:30 a.m.
Pacific Time. To access the webcast, log on to www.merix.com. A
replay of the webcast will be available beginning at 8:30 a.m.
Pacific Time on September 30, 2005. A phone replay will be
available until approximately midnight Pacific Time on October 7,
2005 by calling 719-457-0820, access code 7191246. Merix
Corporation (Nasdaq:MERX) today announced that it has completed its
previously announced acquisition of the business operations of
Eastern Pacific Circuits Limited (EPC), a Hong Kong based supplier
of printed circuit boards. The purchase consideration paid at
closing was $115.0 million, which amount is subject to post-closing
adjustment based on the working capital of the acquired business at
the closing date. Additional cash consideration of up to $13.0
million may be payable by Merix under an earn-out provision based
on calendar 2005 adjusted EBITDA of the acquired business. Merix
financed the acquisition with a combination of approximately $30.0
million of available cash, term loans and revolving credit
borrowings of approximately $74.0 million under two new credit
facilities and the issuance of an $11.0 million subordinated
promissory note to the seller. Commenting on the closing of the
transaction, Mark Hollinger, Chairman and Chief Executive Officer
of Merix Corporation, said, "We are delighted to have completed the
transaction and expect that this acquisition will better position
Merix to support our existing customer base, introduce our
technology to new customers in Asia, offer a diverse range of
products, and reduce our overall cost structure. This is a very
exciting event for Merix and we believe it significantly enhances
our position as a world-class global competitor in the printed
circuit board industry." Merix is a leading manufacturer of
technologically advanced, multilayer, rigid printed circuit boards
for use in sophisticated electronic equipment. Merix provides
high-performance materials, quick-turn prototype, pre-production
and volume printed circuit board production to its customers.
Principal markets served by Merix include data communications and
wireless telecommunications, high-end computing, and test and
measurement end markets in the electronics industry. Additional
corporate information is available on the internet at
www.merix.com. This release contains "forward-looking statements"
within the meaning of the Securities Litigation Reform Act of 1995
relating to Merix' business operations and prospects, including
statements related to: the acquisition transaction and its benefits
as well as the markets, customers, products and technologies of the
combined company. These forward-looking statements, which may be
identified by the inclusion of words such as "expects,"
"anticipates," "intends," "plans," "believes," "seeks," "estimates"
and other similar expressions, are based on current expectations,
estimates, assumptions and projections that are subject to change,
and actual results may differ materially from the forward-looking
statements. Many factors, including the following, could cause
actual results to differ materially from the forward-looking
statements: the ability to realize the anticipated benefits or
synergies of the transaction in a timely manner or at all;
fluctuations in demand for products and services of the combined
company, including quick-turn and premium services; the
introduction of new products or technologies by competitors; the
ability to successfully and timely integrate the operations of EPC
with Merix; the ability to achieve expected operating and financial
results and avoid unanticipated costs; pricing and other
competitive pressures in the industry from domestic and global
competitors; foreign currency risk; all other risks inherent in
foreign operations such as increased regulatory complexity and
compliance cost and greater political and economic instability; our
ability to fully utilize our assets and control costs; our ability
to control or pass through the cost of raw materials and supplies;
our ability to retain or attract employees with sufficient know-how
to conduct our manufacturing processes and maintain or increase our
production output and quality; and other risks listed from time to
time in Merix' filings with the Securities and Exchange Commission
or otherwise disclosed by the company, including those set forth in
Merix' Annual Report on Form 10-K for the year ended May 28, 2005.
Merix does not undertake to update any such factors or to publicly
announce developments or events relating to the matters described
herein.
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