News | January 26, 2001

MKS Instruments Closes on ASTeX Merger

MKS Instruments, Inc., a leading supplier of gas measurement, control and analysis products used in semiconductor and other advanced manufacturing processes, today announced the closing of its acquisition of Applied Science and Technology, Inc. ("ASTeX"), following a vote of approval from both companies' shareholders. The combined company will have more than 2,000 employees, serving over 4,000 customers around the world through an enhanced MKS Global Customer Support organization. The transaction combines MKS, the leading supplier of gas process control products to the semiconductor industry, with ASTeX, the leading supplier of reactive gas solutions.

ASTeX reactive gas generator and power delivery products will become part of a technologically advanced product family that includes MKS' Baratron pressure measurement and control products, HPS vacuum subsystem products, Mass-Flo advanced materials delivery products, Spectra process monitor products, D.I.P. digital process control network products, and a growing range of Integrated Component Subsystems which combine products and technology from the MKS portfolio. This all-encompassing product line will provide MKS' customers a complete suite of best-in-class products to control processes and maximize productivity of their vacuum and gas-based manufacturing equipment. The combined products will monitor and control critical variables - pressure, gas flow, gas composition and energy - used in advanced manufacturing processes.

John Bertucci, Chairman and CEO of MKS Instruments, explained, "Not only do we have highly complementary product lines, a common customer base and a high degree of geographic and cultural fit, but this merger also provides us with the size and scale to be a one-stop supplier for our combined customers. Our goal for MKS is to participate in growing markets, to continually increase market share in the markets we serve, to add to our broad-based product and technology portfolio and to continue to develop the highly integrated products that our customers need. This merger helps drive all the thrusts of our growth strategy."

For the twelve months ended September 30, 2000 MKS and ASTeX combined revenues were $435 million.

Under the terms of a definitive agreement announced October 2, 2000, each outstanding share of ASTeX common stock will be exchanged for 0.7669 newly issued shares of common stock of MKS, resulting in the issuance of approximately 11.2 million MKS shares. Shares of ASTeX will stop trading on the Nasdaq at the close of business on January 26, 2001. According to MKS management, the transaction will be accounted for as a pooling of interests. Dr. Richard Post, Chairman and CEO of ASTeX, will serve MKS as Vice President of Business Development, reporting to John Bertucci, and will also serve on the Executive Committee of MKS. John Ross, President and COO of ASTeX, will continue to manage the new ASTeX Products group of MKS as Vice President and General Manager, reporting to Peter Younger, MKS President and COO.

ASTeX is MKS' fifth acquisition since going public in the spring of 1999, and is part of the Company's overall strategy to expand core product offerings and technology through strategic acquisitions and new product development. Other acquisitions during 2000 included Compact Instruments, with technology for advanced vacuum instrumentation; Telvac, with vacuum subsystem development and manufacturing capability for the European market; Spectra International, with a line of in-process monitoring products; and D.I.P. Inc., with products and technology for digital process control networks.

MKS Instruments, Inc. is a leading worldwide developer, manufacturer and supplier of instruments, components and subsystems used to measure, control and analyze gases in semiconductor manufacturing and similar industrial manufacturing processes. MKS Instruments, Inc. sold products to more than 4,000 customers in 1999. In addition to semiconductors, MKS's products are used in processes to manufacture a diverse range of products, such as optical filters, fiber optic cables, flat panel displays, magnetic and optical storage media, architectural glass, solar panels and gas lasers.

Statements in this press release that are not based on historical facts, such as statements regarding MKS's business outlook, may be considered forward-looking statements that involve risks and uncertainties. The Company's actual results may differ materially from the results discussed in these forward-looking statements. Factors that could cause or contribute to such differences include, without limitation, changes in the market, new products, and announcements from other companies, changes in technology and the impact of competitive products and pricing. Further information on these and other potential factors that could affect the Company's financial results are included in the Company's most recent filings with the Securities and Exchange Commission. SOURCE MKS Instruments, Inc.

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