Nordson Corporation (Nasdaq: NDSN) has signed a definitive agreement for the acquisition of CyberOptics Corporation (Nasdaq: CYBE), a leading global developer and manufacturer of high-precision 3D optical sensing technology solutions. The acquisition enhances Nordson’s test and inspection platform, providing differentiated technology that expands Nordson’s product offering in the semiconductor and electronics industries.
The all-cash transaction is valued at $54.00 a share, or approximately $380 million net of cash acquired, reflecting a valuation of 18.5 times CyberOptics trailing twelve months EBITDA, and 14.5 times net of cost synergies. The transaction is expected to close in Nordson’s first quarter fiscal 2023, pending applicable regulatory and shareholder approvals.
“We are looking forward to welcoming CyberOptics’ nearly 200 employees to Nordson. The company’s leading-edge 3D optical sensing technology and market leading wireless measurement sensors will expand Nordson’s current test and inspection capabilities, allowing us to offer new differentiated solutions to our semiconductor and electronics customers. Applying the NBS Next growth framework, we will invest in CyberOptics’ greatest opportunities for profitable growth while also providing the advantages of our global business infrastructure and customer-centric model,” said Sundaram Nagarajan, president and chief executive officer.
Headquartered in Minneapolis, Minnesota, CyberOptics generates approximately $100 million in annual revenue. CyberOptics’ sensors are used for inspection and metrology in the semiconductor and surface mount technology (SMT) markets to improve yields and productivity. The company’s inspection systems come with the assurance of high quality, accuracy and speed. Its innovative and proprietary 3D Multi-Reflection Suppression™ (MRS™) optical sensor technology and WaferSense® wireless measurement sensors for tool setup and diagnostics will expand Nordson’s growth opportunities into new areas of the semi-conductor wafer fabrication and packaging process.
“Our global Test & Inspection division within the Advanced Technology Solutions segment predominantly serves the electronics market in diversified end customer applications and has been delivering consistent profitable growth,” said Joseph Kelley, executive vice president and chief financial officer. “The differentiated technologies of CyberOptics combined with Nordson’s global sales, applications and service infrastructure will enable accelerated growth rates and the realization of $6 million in net cost synergies.”
The company will further discuss the acquisition on its upcoming third quarter fiscal 2022 webcast scheduled for August 23, 2022.
Morgan Stanley & Co. LLC acted as exclusive financial advisor and Jones Day acted as legal advisor to Nordson Corporation.