Exhibit 99.1
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News Release | | |
Versum Materials Announces Date for Special Meeting of Stockholders to Vote
on the Merger Agreement with Merck KGaA, Darmstadt, Germany
Tempe, Arizona, May 8, 2019 (Businesswire) - Versum Materials, Inc. (NYSE: VSM), a leading specialty materials and equipment supplier to the semiconductor industry, today announced that it will hold a special meeting of its stockholders at its corporate headquarters, 8555 South River Parkway, Tempe, Arizona 85284, on June 17, 2019, beginning at 2:00 p.m., local time. At the special meeting, stockholders will be asked to take action to, among other things, adopt the Agreement and Plan of Merger, dated as of April 12, 2019 (the “merger agreement”), by and among Versum Materials, Merck KGaA, Darmstadt, Germany and EMD Performance Materials Holding, Inc. The board of directors of Versum Materials unanimously recommends that Versum Materials’ stockholders vote to adopt the merger agreement at the special meeting.
Only stockholders of record at the close of business on May 13, 2019 (the “record date”), will be entitled to receive notice of and to vote at the special meeting and any adjournments or postponements thereof. Under the terms of the merger agreement, each share of Versum Materials common stock, par value $1.00 per share (“Versum common stock”) issued and outstanding immediately prior to the effective time of the merger (other than shares of Versum common stock owned by Versum Materials, Merck KGaA, Darmstadt, Germany, and its subsidiaries or certain other excluded holders pursuant to the terms of the merger agreement) automatically will be converted into the right to receive $53.00 in cash, without interest and less any applicable withholding taxes.
The transaction is expected to close in the second half of 2019, subject to the approval of stockholders at the special meeting, regulatory clearances and the satisfaction of other customary closing conditions.
About Versum Materials
Versum Materials, Inc. (NYSE: VSM) is a leading global specialty materials company providing high-purity chemicals and gases, delivery systems, services and materials expertise to meet the evolving needs of the global semiconductor and display industries. Derived from the Latin word for “toward,” the name “Versum” communicates the company’s deep commitment to helping customers move toward the future by collaborating, innovating and creating cutting-edge solutions.
A global leader in technology, quality, safety and reliability, Versum Materials is one of the world’s leading suppliers of next-generation CMP slurries, ultra-thin dielectric and metal film precursors, formulated cleans and etching products, and delivery equipment that has revolutionized the semiconductor industry. Versum Materials reported fiscal year 2018 annual sales of about U.S. $1.4