To all, done deal, from BW:
BW0103 NOV 18,1996 5:27 PACIFIC 08:27 EASTERN
( BW)(PLASMA-&-MATERIALS)(PMAT) PMT COMPLETES ACQUISITION OF
ELECTROTECH
Business Editors
CHATSWORTH, Calif.--(BUSINESS WIRE)--Nov. 18, 1996--Plasma &
Materials Technologies, Inc. (NASDAQ: PMAT)(PMT), a broad line
supplier of advanced etch and deposition equipment used to
manufacture semiconductors, today announced that the Company has
completed the acquisition of Electrotech Limited and Electrotech
Equipments Limited (collectively Electrotech), a supplier of
advanced semiconductor deposition equipment headquartered in the
United Kingdom. PMT purchased all of Electrotech's outstanding
capital stock for an aggregate of $75,000,000 cash and 5,600,000
shares of newly issued PMT Common Stock.
"We are very excited to complete the acquisition of Electrotech
because it is a big step towards PMT's goal of building a new,
global, semiconductor equipment manufacturer," said Greg Campbell,
PMT's CEO. "PMT now possesses proprietary, leading edge technology
for etch, physical vapor deposition (PVD), and chemical vapor
deposition (CVD) applications. In addition, the acquisition expands
PMT's sales and service organization, and customers will immediately
benefit from the combined companies' increased presence throughout
the U.S., Europe, and Asia."
To help finance the cash portion of the acquisition, on October
7, 1996 PMT completed the sale of $86,250,000 principal amount of 7
- 1/8% Convertible Subordinated Notes Due 2001. The Notes are
convertible into Common Stock at a conversion price of $15.635 per
share. In addition, PMT has secured a $35 million working capital
line of credit subject to borrowing base limitations, and obtained
commitments for an additional funding of up to $6,250,000 of
subordinated indebtedness.
PMT's Management Structure
Greg Campbell will continue to be CEO of PMT and Nigel Wheeler,
who was Electrotech's CEO, is now president, COO, and a board member
of PMT. John La Valle will continue to serve as the Company's vice
president and CFO, and Harvey Frye will continue to be vice
president responsible for the global sales and service organization.
Jim Marshall, executive vice president and general manager, will
continue to be responsible for PMT's etch division operations. A
general manager for the company's deposition division will be named at
a future date. Until such time, Nigel Wheeler will be responsible
for the deposition division.
Chris Dobson, Electrotech's founder and chairman, is PMT's
Chairman of the Board. John Rollwagen, previously PMT's Chairman,
will remain a member of the board of directors.
PMT's High Density Plasma Etch Technology
Since the second quarter of 1995, PMT has been shipping an
advanced plasma etch manufacturing system that utilizes the company's
proprietary MORI plasma source. Unlike competing high density
plasma (HDP) sources, the MORI source is a resonant induction
source which is remote from the wafer and launches a radio frequency
wave into the plasma. This unique method of plasma generation
produces a high density of electrons and ions while allowing a
reduction in the process pressure. In addition, the MORI source
enables the widest process window, due to its unique ability to
provide precise, hands-on control of plasma uniformity -- fully
independent of density and pressure. For semiconductor
manufacturers, the end results are faster etch rates and lower cost
of ownership within the industry's most flexible manufacturing
system. Customers in Japan, U.S., and Korea are using the Pinnacle
8000R for developing polysilicon, metal, and oxide etch applications
at .35 um, .25 um, and .18 um geometries.
Recently, PMT shipped its first production systems to Hyundai
Electronics.
PMT's New Deposition Technologies
With the addition of Electrotech's leading edge deposition
technologies under development, PMT will possess one of the broadest
and most advanced product offerings in the semiconductor
manufacturing industry.
PMT expects to be able to offer an advanced technique for metal
deposition through a PVD system with a proprietary Forcefill
technology that abates the need of tungsten CVD for plug
applications. Although tungsten plugs result in slower devices
because of resistivity problems, the expensive and "dirty" tungsten
CVD scheme was reluctantly adopted by leading edge device
manufacturers because of the increasing difficulty of filling
smaller and deeper metal contact holes. Management believes
Forcefill will allow semiconductor manufacturers to return to
aluminum interconnects that enable higher performance devices and,
at the same time, significantly lower manufacturing costs by
replacing three to four machines needed for tungsten CVD with one
Forcefill PVD system.
The second leading edge deposition technology that PMT expects
to be able to offer is an oxide CVD system with a proprietary
Flowfill technology for planarized intermetal dielectric deposition
(IMD). Alternative technologies for depositing oxides are spin on
glass (SOG), and HDP CVD with chemical mechanical polishing (CMP).
SOG is a slow, multistep process that can lead to a number of
added particles that can decrease yield and, therefore, increase
costs. Existing HDP CVD produces higher quality oxide films and
gap-fills a wafer within one system, but the rough spots on the wafer
must be planarized using a CMP process in a second system.
Management believes the quality of Flowfill's oxide can be better
than that of SOG and, because it can both planarize and gap-fill
simultaneously, Flowfill eliminates the need for CMP on some
devices.
The result is a decrease in equipment cost and manufacturing
time, while increasing yields.
Global Presence and Critical Mass
The addition of Electrotech's sales and support organization
will substantially increase PMT's local support presence throughout
Europe and the U.S. Combined with PMT's existing presence in Japan
and Korea, the new sales and support organization will allow PMT to
support semiconductor manufacturers on a global basis. Manufacturing
of PMT's etch products will remain in Chatsworth, California and the
new deposition technologies will continue to be developed and
manufactured in Newport, Wales.
On an unaudited pro forma basis, the combined revenue for PMT
and Electrotech would have been $66,143,000 for the six month period
ended June 30, 1996. Pro forma combined operating income for the
six months period would have been $10,925,000, after giving effect to
$2,909,000 of expenses related to the amortization of intangibles to
be acquired as part of the acquisition. Pro forma combined earnings
would have been $4,876,000 or $0.33 per share.
Safe Harbor Statement: Except for historical information
contained herein, the matters set forth in this news release are
forward looking statements that involve a number of risks and
uncertainties. In addition to factors discussed above, the factors
that could cause actual results to differ materially include the
following: product demand and market acceptance, the timing and
success of new product introductions, business issues and growth
within the semiconductor manufacturing industry, competitive
factors such as rival etch and deposition technologies, and
availability of key supplier components at reasonable prices. For a
description of risks attendant to PMT and the semiconductor
manufacturing industry, please see the Company's SEC filings,
specifically the Proxy Statement dated September 11, 1996 and its
supplement dated October 1, 1996. These documents contain detailed
information regarding the acquisition described above.
PMT develops, manufactures, and markets a broad line of advanced
processing systems for semiconductor manufacturing. These systems
are used for etch, physical vapor deposition (PVD) and chemical
vapor deposition (CVD) applications, and are sold to customers
worldwide. PMT sells its equipment through a combination of a
direct sales force and a worldwide network of distributors. The
Company maintains wholly-owned subsidiaries in Germany, France, and
Korea. Manufacturing is conducted in Newport, Wales and Chatsworth,
California. The Company's corporate headquarters are located in
Chatsworth, north of Los Angeles.
--30--blm/sf* mi/sf
CONTACT: Plasma & Materials Technologies
Frederick Reynolds, 818/886-8000, ext. 155
freynolds@pmat.com
pmat.com |
