Resonetics, LLC sent a non-binding expression of interest to acquire Memry Corporation and SAES Smart Materials, Inc. from SAES Getters S.p.A on December 9, 2022. Resonetics, LLC signed an agreement to acquire Memry Corporation and SAES Smart Materials, Inc. from SAES Getters S.p.A for approximately ?860 million on January 9, 2023. The agreed transaction consideration is cash/debt free amount, corresponding to approximately 17x the adjusted EBITDA. The consideration will be entirely paidin cash at the closing date. The final consideration is subject to potential adjustments. For fiscal year 2021, the divested business reported revenues stood at ?88 million, EBITDA at ?30.9 million and net income at ?21.1 million. Until the transaction closes, each company will continue to operate independently. The transaction is subject to the receipt of required regulatory clearances and approvals and the satisfaction of other closing conditions, including the approval of SAES Getters S.p.A. Board of Director. The transaction is expected to close in 2023.

Mediobanca S.p.A. acted as exclusive financial advisor to Resonetics. SAES Getters S.p.A. is advised by Lazard S.r.l. as financial advisor. Rob Drobnak, Alexandra Lopez-Casero and Thomas McCord, Andrew Share, Sean Clancy, Mark Beaudoin, Alison Torbitt, Jeff Gilbreth, Kristen Walsh, Gordon Lang, Mark Knights, Jenny Holmes, David Crosby, Brian Whittaker, Dana Stanton of Nixon Peabody LLP acted as legal advisor to SAES , and Fieldfisher and Studio Maisto e Associati acted as legal advisor to SAES, and Plante Moran acted as accountant to SAES. Christopher Thomas, Sam Stucker, Sanford E. Perl, Michael Weed, Polina Liberman, Amber Harezlak, Jeffrey Ayer, Thomas Dobleman, Matt Reilly and Sandy Perl of Kirkland & Ellis LLP acted as legal advisors to Resonetics.

Resonetics, LLC completed the acquisition of Memry Corporation and SAES Smart Materials, Inc. from SAES Getters S.p.A on October 2, 2023. Both companies will be rebranded as Resonetics.