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Ceradyne Acquisition of ESK Wacker Ceramics |
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Needham & Company Client:
Ceradyne, Inc. (Nasdaq: CRDN) |
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Industry:
Aerospace and Defense |
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Company Description:
Ceradyne, Inc. develops, manufactures and markets advanced technical ceramic products and components for defense, industrial, automotive/diesel and commercial applications. |
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Transaction Overview:
As exclusive financial advisor to Ceradyne, Needham & Company assisted the Company with significant due diligence and valuation analysis in preparation for the submission of an initial bid in the ESK Wacker Ceramics auction process. Needham advised Ceradyne in the sourcing and negotiation of $150 million in debt financing to effect the transaction. Ceradyne and Needham entered into exclusive negotiations with Wacker Chemie to arrive at terms for the definitive agreement. Needham & Company issued a Fairness Opinion to the board of directors as to the financial fairness of the transaction. The transaction was announced on July 1, 2004 and Ceradyne’s stock price increased 8.1% upon announcement. |
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Announcement Date:
July 2004 |
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Completion Date:
August 2004 |
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Size of Transaction:
€117,000,000 (approximately US$136,000,000) |
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Consideration:
Cash |
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Sale of Ecolochem to Ionics |
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Needham & Company Client:
Ecolochem, Inc. (Private) |
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Industry:
Filtration and Separation |
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Company Description:
Ecolochem was a privately-held company based in Norfolk, Virginia, and was a leading provider of emergency, short and long-term mobile water treatment systems to the power, petrochemical and other industries. |
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Transaction Overview:
As exclusive financial advisor to Ecolochem, Needham & Company developed a targeted list of potential acquirers to approach with this opportunity and managed an auction process with multiple Fortune 1000 participants. Ecolochem's shareholders owned approximately 21.7% of Ionics post transaction, and Lyman B. Dickerson, President of Ecolochem, was placed on the Ionics Board of Directors and named Vice President of Ionics' Water Systems Division. |
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Announcement Date:
November 2003 |
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Completion Date:
February 2004 |
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Size of Transaction:
$343,000,000 |
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Consideration:
$200 million cash and approximately 4.91 million shares of Ionics common stock. |
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CONMED Corporation's Acquisition of Bionx Implants, Inc. |
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Needham & Company Client:
CONMED Corporation (Nasdaq: CNMD) |
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Industry:
Medical Instruments |
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Company Description:
CONMED is a medical technology company specializing in instruments, implants and video equipment for arthroscopic sports medicine, and powered surgical instruments (drills and saws) for orthopedic, ear, nose and throat, neurosurgery and other surgical specialties. |
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Transaction Overview:
Needham & Company was engaged on January 10, 2003, and, acting as an advisor to CONMED, contacted the Chairman of Bionx and negotiated an offer superior to that of the second potential acquirer. |
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Announcement Date:
January 2003 |
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Completion Date:
March 2003 |
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Size of Transaction:
$48,000,000 |
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Consideration:
Cash |
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REMEC, Inc. Acquisition of Spectrian Corporation |
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Needham & Company Client:
REMEC, Inc. (Nasdaq: REMC) |
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Industry:
Wireless Infrastructure Equipment |
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Company Description:
REMEC designs and manufactures high-frequency subsystems used in the transmission of voice, video and data traffic over wireless communications networks. REMEC also develops sophisticated wireless communications equipment used in the defense industry. |
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Transaction Overview:
In December 2001, a representative of Needham & Company, REMEC’s exclusive financial advisor, met with the President and CEO of Spectrian. Needham & Company arranged for a meeting to take place at the Needham Growth Conference in New York in January 2002, between the President and CEO of Spectrian and the Chairman and CEO of REMEC. |
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Announcement Date:
May 2002 |
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Completion Date:
December 2002 |
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Size of transaction:
$49,000,000 |
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Consideration:
Stock |
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SpeedFam-IPEC, Inc. Sale to Novellus Systems, Inc. |
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Needham & Company Client:
SpeedFam-IPEC, Inc. (Nasdaq: SFAM) |
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Industry:
Semiconductor Capital Equipment |
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Company Description:
SpeedFam-IPEC designed, manufactured, marketed and supported chemical mechanical planarization (CMP) systems. |
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Transaction Overview:
Needham & Company took SpeedFam public as lead manager in 1995 and maintained a long-term commitment to the company, including co-managing two follow-on offerings and advising on various acquisition and restructuring initiatives. After the company's senior management reached a conceptual agreement with Novellus on a sale, Needham & Company was retained as SpeedFam-IPEC's exclusive financial advisor to negotiate terms. |
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Announcement Date:
August 2002 |
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Completion Date:
December 2002 |
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Size of transaction:
$297,800,000 |
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Consideration:
Stock and Debt Assumption |
