Oct 13 1998 1:48AM EST It opens up the possibility of PRIA acquiring/merging with Promis Systems ...
oh sultan, can you portend who will win the fiesta bowl for me too?
very prescient of you. more details on the acquisition ...
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PRI Will Buy Promis (11/25/98, 4:27 p.m. ET) By Staff, Semiconductor Business News
Acquisitions in the wafer-fab software business continues to pick up speed with PRI Automation Wednesday announcing an agreement to buy Promis Systems, a Canadian supplier of manufacturing execution systems (MES) for semiconductor manufacturing. In a stock-for-stock trade, the acquisition's transaction value would be worth $48 million based on today's stock prices, according to PRI officials in Billerica, Mass.
PRI's move to buy Promis follows Applied Materials' agreement to acquire Consilium, a supplier of MES software based in Mountain View, Calif., and another deal by Brooks Automation to purchase FASTech Integration in Lincoln, Mass. The acquisitions are part of attempts by semiconductor-equipment suppliers to expand their role in wafer-fab automation.
Under its acquisition agreement, PRI will swap its stock for Promis' shares at about $4.29, as long as PRI shares remain within a specific average during the period prior to the closing of the deal -- which is expected to be at the end of the first quarter 1999. The ratio of PRI stock for each share of Promise was at 0.1691 based on Monday's closing prices.
Promis also granted PRI a contingent option to purchase up to 19.9 percent of its common stock at a price of $4.29 per share. The option would only become exercisable if the definitive agreement is terminated in certain circumstances, according to the two companies.
"The acquisition of Promis Systems significantly enhances PRI Automation's wafer-flow solution," said Mitch Tyson, president and CEO of PRI. He said the addition of Promis software to PRI's logistics solutions will let semiconductor manufacturers "further increase profitability by reducing cycle times, accelerating fab start-up, and improving manufacturing flexibility."
Analyst Dan Hutcheson of VLSI Research, in San Jose, Calif., said the acquisition made sense. "PRI has been very clear about its vision of delivering complete factory-automation solutions, and the acquisition of Promis Systems supports that strategy," he said. At the same time, other market observers also said PRI was facing pressure to secure an MES product offering as Applied and Brooks Automation moved further into the fab software business.
Promis was also being pressured because larger companies were becoming involved in the MES arena. "We believe this transaction is the best way to maximize value for shareholders and customers of Promis Systems," said Ian McKinnon, president and CEO of the Toronto-based MES supplier. "PRI is now extraordinarily well positioned to serve the semiconductor industry worldwide. ... Simply put, only PRI is able to deliver an integrated wafer-logistics management system that optimizes overall factory effectiveness."
Once the acquisition is completed, McKinnon will become vice president and general manager of PRI's Software Division, which will be based in Toronto. He will be responsible for all of the company's software products and report directly to Tyson. |