Instruments Inc. (Nasdaq: VECO) today announced that it has agreed to sell
its Metrology business to Bruker Corporation (Nasdaq: BRKR), a leading provider
of high-performance scientific instruments and solutions for molecular and materials
research, for $229 million in cash. The transaction has been approved by the
Board of Directors of both companies and is expected to close in the fourth
quarter of 2010, pending regulatory review and subject to customary closing
The sale will transfer Veeco's worldwide Metrology business to Bruker, including
Veeco's Atomic Force Microscope (AFM) business in Santa Barbara, CA and its
Optical Industrial Metrology (OIM) business in Tucson, AZ, as well as Veeco's
associated global AFM/OIM field sales and support organization. Bruker intends
to combine Veeco Metrology with its global Bruker Nano instruments business,
which currently sells a broad range of systems and analytical solutions for
materials and nanotechnology research. Veeco currently expects cash proceeds
from the transaction to be approximately $160 million net of estimated applicable
taxes and transaction fees. Additional terms of the transaction were not disclosed.
Citigroup Global Markets Inc. acted as exclusive financial advisor to Veeco
in connection with the transaction.
John R. Peeler, Veeco's Chief Executive Officer, commented: "Following
the sale of Metrology, Veeco expects to benefit from greater focus on and investment
in our LED & Solar and Data Storage Process Equipment businesses. We believe
the sale of Metrology will allow us to accelerate our progress developing new
products, gaining share, and aligning with key customers in markets with large
growth opportunities, including several "clean tech" markets. The
sale is also expected to give us additional financial flexibility to pursue
acquisitions and expand customer support for our growing Asia business."
Mr. Peeler continued, "Veeco Metrology is a great business that is strong,
growing and profitable and has many exciting new products. Even so, it lacks
meaningful synergies with our Process Equipment businesses in technology, distribution
and customers. We believe it will be a better fit as part of a large and successful
instrumentation company, such as Bruker, where the focus will be on continued
development of innovative scientific instruments. We have great confidence that
the Metrology business will continue to grow and prosper as part of Bruker."
Frank H. Laukien, Bruker's President and Chief Executive Officer, added: "We
are excited to add Veeco's industry-leading scanning probe microscope (SPM)
and optical metrology systems to the Bruker product portfolio of high-performance
materials research and nanotechnology instruments. We very much look forward
to welcoming the customers, management and employees of the Veeco Metrology
business to Bruker after the closing of the transaction."
Veeco will account for the Metrology business segment as a "discontinued
operation" effective August 15, 2010. Veeco is therefore updating guidance
for third quarter 2010 revenue from continuing operations to be in the range
of $255-280 million, with GAAP earnings per share between $1.45 and $1.72 and
non-GAAP EPS between $1.13 and $1.33. Please see attached GAAP reconciliation
table. Without Metrology, Veeco's updated guidance is that 2010 revenues from
continuing operations will be approximately $1 billion, with about 90% from
the LED & Solar business segment.