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CERADYNE, INC. completes acquisition of SEMEQUIP, INC.


Acquisition Continues Ceradyne’s Vertical Integration Strategy Related to New Semiconductor Markets.

Costa Mesa, Calif.– Ceradyne, Inc. (Nasdaq: CRDN) announced today the completion of the acquisition of SemEquip, Inc., located in North Billerica, Massachusetts. The purchase price consists of $25 million in cash paid at closing, plus contingent consideration not to exceed $100 million over the next 15 years based upon SemEquip revenues achieved during that period. Ceradyne used a portion of its existing cash for the payment made at closing.

A portion of the consideration paid at closing and the contingent consideration to be paid over 15 years relates to a pre-closing commitment by SemEquip to pay incentive compensation to several of its employees and advisors. Although this incentive compensation will not increase the total consideration Ceradyne will pay for the acquisition, it will require Ceradyne to record a pre-tax accounting charge estimated to be in the range of $9.0 million to $11.0 million in the third quarter of 2008.

SemEquip, Inc. is a leader in the development of cluster ion implantation sub-systems and advanced ion source materials for the manufacture of logic and memory chips. SemEquip has significant intellectual property assets, including a patent portfolio of over 100 granted and pending patents related to the use of cluster chemicals in semiconductor ion implantation. Several of these patents have been described as “seminal” for what may be a disruptive semiconductor technology. SemEquip’s technologies enable the utilization of cluster beam ion implantation for manufacturing the most advanced integrated circuits at lower cost and increased throughput.

Michael Kraft , Ceradyne’s Vice President of Nuclear and Semiconductor Business Units, commented: “Adding the SemEquip technology in both ion implant source system hardware and chemicals allows us to expand our value stream participation into ion beam implantation process control, chip level chemical doping, and device design, all of which have a direct impact on semiconductor chip performance.

“There has been a positive response to our announcement of this acquisition in July and we are presently working with the ion implant OEMs as well as the chip manufacturing ‘Fabs’ to spread this technology over a wider range of semiconductor chip applications.

“Key SemEquip personnel will remain after the close.”

David Reed, Ceradyne’s President North American Operations, added: “The SemEquip acquisition follows the vertical integration model we have successfully used in the past which includes the manufacture of final products utilizing Ceradyne-produced raw materials. The boron isotope 11B (Enriched Boron) used to manufacture the SemEquip B18H22 ClusterBoron® molecule will be manufactured at Ceradyne Boron Products in Quapaw, Oklahoma. SemEquip’s cluster ion beam implantation systems and product line of cluster molecule chemicals achieve next-generation performance in semiconductor ion implantation.”

Reed further stated that Ceradyne intends to manufacture the B18H22 ClusterBoronÒ and other “cluster” molecules at Ceradyne Boron Products.


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