DLA Piper advises MKS Instruments on USD6.5bn acquisition of Carlyle-backed Atotech

DLA Piper has advised MKS Instruments, Inc. (NASDAQ: MKSI) (MKS), a global provider of technologies that enable advanced processes and improve productivity, on its acquisition of Atotech Limited (a Jersey company traded on NYSE: ATC) (Atotech), a leading process chemicals technology company and a market leader in advanced electroplating solutions, backed by buyout firm Carlyle Group Inc.

MKS will acquire Atotech for USD16.20 in cash and 0.0552 of a share of MKS common stock for each Atotech common share. The equity value of the transaction is USD5.1 billion and the enterprise value of the transaction is approximately USD6.5 billion. The deal would expand MKS’ offerings in chip manufacturing through the addition of Atotech’s plating chemicals.

The DLA Piper cross-border, practice-integrated team was led by Corporate partners Tim Lake and Jonathan Earle in the UK and Jonathan Klein (chair of DLA Piper’s US M&A practice) in the US. Ryan Starr and Ben Olivas advised on US tax matters and Chris Paci (co-chair of DLA Piper’s US capital markets practice) advised on capital markets matters. Litigation & Regulatory partner Alexandra Kamerling (London) advised on the anti-trust aspects of the transaction while the due diligence team, co-ordinated by senior associate Partho Chaudhuri and associate Kirsty Underhill (Birmingham), involved every practice group and spanned over 40 jurisdictions. The transaction is subject to customary closing conditions including merger clearance in a substantial number of jurisdictions. It is expected to be completed by way of a scheme of arrangement of Atotech under the laws of Jersey, by the fourth quarter of 2021.

Tim Lake, commented: “This is a major transaction, in which DLA Piper was able to mobilise a worldwide cross-practice diligence and transactional team, with specific experience and know-how of the manufacturing sector, in an exceptionally short space of time. We are proud to have supported MKS on this strategic transaction as together, MKS and Atotech will be uniquely positioned to drive faster, better solutions and innovations for customers in advanced electronics.”