SAES Group - Press Release

PRESS RELEASE

Milan, April 10th 2024

The Board of Directors authorizes to proceed to purchase 100% of the German company

FMB Feinwerk- und Meßtechnik GmbH,

leading player in the vacuum systems and beamlines sectors

SAES Getters S.p.A. (SAES) announces that today the Board of Directors has approved to proceed with the signature of a binding Share Purchase Agreement for the acquisition of 100% of the share capital of FMB Feinwerk- und Meßtechnik GmbH (FMB Berlin), today wholly owned by the majority shareholder Uwe Schneck, by the minority shareholders Ingmar Lehmann and Jens Rekow and by the company Mardi Beteiligungs GmbH & Co.

FMB Berlin, based in the Berlin, has been active since 1990 and is a consolidated international player in the sector of components and scientific instrumentation for synchrotrons and particle accelerators.

For the purposes of the acquisition the English subsidiary FMB Oxford Limited (FMB Oxford), now wholly owned by FMB Berlin, whose activity is not considered strategic for SAES, is outside the scope of this transaction.

Aim of the acquisition is to consolidate SAES Group's international position and leadership in the advanced scientific research market, expanding the offer of vacuum systems used in particle accelerators and synchrotrons in Europe and globally.

Having already concluded the due diligence with a positive outcome, SAES expects the signing of the Share Purchase Agreement on April 18, 2024, following the final contractual adjustments. The closing of the transaction is scheduled for April 29, 2024.

Based on the adjusted EBITDA achieved in the period 2018-2023, the enterprise value of the German company was valued at €8 million. The actual purchase price may be subject to adjustments related to the value of the net financial position at the closing date.

The closing provides for a series of suspensive conditions, to which the completion of the transaction is subject, among which the carve-out of FMB Oxford and the termination of any commercial or financial support to the latter, as well as the signing of the collaboration agreements with some strategic employees for business continuity, on the basis of specifically identified and agreed terms and conditions.

The revenue achieved by FMB Berlin in 2023 was equal to approximately €13.4 million. In 2022 the revenue was equal to €16.1 million, with an EBITDA margin adjusted for non-recurring costs equal to 11.2%. As at June 30, 2023, the company's net assets amounted to €7.5 million, while the net cash position was positive for approximately €3.7 million. The company currently employs around 60 people.

On December 19, 2023 the acquisition was subject to a delayed public disclosure in compliance with article 5 of the Group's procedure for the management of Insider Information and with the relevant legislation. SAES will inform the market about further developments in this transaction.

"We are proud of this operation, which strengthens our competitive position in the ultra-high vacuum sector, through a synergistic expansion of products and technologies for particle accelerators and

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SAES Group - Press Release

synchrotrons. It represents a cutting-edge offering on a global scale, aimed at supporting major physics projects with increased production capacity and resources. We are focusing on these projects to consolidate future growth" stated Eng. Massimo della Porta, President of SAES Getters S.p.A.

"After the shareholders and employees have developed FMB into a successful global provider of synchrotron beam technology over the past 34 years, I am pleased to have found the SAES Group as a new owner who can continue to guarantee excellent technological and commercial development of FMB within the group " has added Mr. Uwe Schneck, founder of FMB.

SAES Group

A pioneer in the development of getter technology, the company SAES Getters S.p.A., together with its subsidiaries is a world leader in a variety of scientific and industrial applications that require high vacuum conditions. In more than 80 years of activity, the Group's getter solutions have been supporting technological innovation in the information display and lamp industries, in sophisticated high vacuum systems and in vacuum thermal insulation, in technologies spanning from large vacuum power tubes to miniaturized devices such as silicon-based microelectronic and micromechanical systems (MEMS).

Starting in 2004, by leveraging the core competencies in special metallurgy and in the materials science, the SAES Group has expanded its business into the advanced material markets, particularly the market of shape memory alloys, a family of materials characterized by super elasticity and by the property of assuming predefined forms when subjected to heat treatment. These special alloys, which today are mainly applied in the biomedical sector, are also perfectly suited to the realization of actuator devices for the industrial sector (domotics, white goods industry, consumer electronics, healthcare, automotive and luxury sector).

More recently, SAES has expanded its business by developing a technological platform that integrates getter materials in a polymeric matrix. These products, initially developed for OLED displays, are currently used in new application sectors, among which optoelectronics, advanced photonics, telecommunications (5G) and mobile phones above all. SAES also offers functional acoustic composites for the consumer electronics market and new functional materials developed from two main technological platforms are being validated: special zeolites and microcapsules. These new developments can find application in various sectors, from cosmetics to the paint & coatings segment, as well as that of polymers of natural origin.

Among the most recent applications, the advanced packaging is a significantly strategic one, in which SAES is offering a range of new products for the food sustainable packaging and competes with recyclable and compostable solutions.

Finally, please note the recent establishment of the new unit dedicated to consumer innovation, called B!POD, created with the aim of developing and marketing sustainable products and solutions and combating food waste.

A total production capacity distributed in eight facilities, a worldwide-based sale & technical service network and almost 700 employees allow the Group to combine multi-cultural skills and experience and to be a truly global enterprise.

SAES Group's headquarters are based in Milan.

SAES Getters S.p.A. is listed on the Italian Stock Exchange Market, Euronext STAR segment, since 1986.

More information on the SAES Group is available on the website www.saesgroup.com.

Contacts:

Emanuela Foglia

Investor Relations Manager

Tel. +39 02 93178 273

E-mail:investor_relations@saes-group.com

Corporate Media Relations

Close to Media

Tel. +39 02 70006237

Enrico Bandini

E-mail: enrico.bandini@closetomedia.it

Federico Maggioni

E-mail: federico.maggioni@closetomedia.it

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Saes Getters S.p.A. published this content on 10 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 10 April 2024 17:36:06 UTC.