inTEST Corporation Announces Merger with Temptronic Corporation
CHERRY HILL, N.J., Jan. 4 /PRNewswire/ -- inTEST Corporation (Nasdaq: INTT), a leader in the design and manufacture of mechanical interface solutions for the semiconductor industry, today announced that it has entered into a definitive merger agreement with Temptronic Corporation, located in Newton, Massachusetts. Temptronic, which was founded in 1970 and is privately held, is a world leader in the design and manufacture of on-site temperature management systems used in the testing of semiconductors and other electronic products.
Pursuant to the merger agreement, Temptronic Corporation will become a wholly-owned subsidiary of inTEST Corporation. After the merger, former Temptronic shareholders will own approximately 23.7% of the outstanding common shares of inTEST. The merger, which must be approved by the shareholders of both Temptronic and inTEST, is expected to be accounted for as a pooling-of-interests, and closing is conditioned upon such treatment. Closing of the merger is estimated to occur during the first quarter of 2000.
Robert E. Matthiessen, President and CEO of inTEST commented, "We are very enthusiastic about Temptronic joining the inTEST family. Temptronic pioneered and refined many of the leading thermal inducing systems used in semiconductor test. On the final test floor, a high degree of synergy is required between the thermal conditioning systems and interface components, and Temptronic's product offerings will make a superb fit with inTEST's docking hardware and electrical interface products. In addition to final test, thermal conditioning is becoming an indispensable component of wafer testing, and this merger is another step toward our objective of being a supplier of choice for front-end test. The merger with Temptronic also expands our customer base by giving us exposure to another element of testing. And finally, the Temptronic organization brings us completely new skill sets thus broadening our engineering and manufacturing expertise."
William M. Stone, President and CEO of Temptronic added, "We are delighted to join forces with a partner who has a solid management team, outstanding financial track record, and a history of product innovation. From our earliest discussions, it has been evident that the synergies between our companies would greatly enhance our ability to service our joint customers through a combined worldwide sales and service network. The combined organization will provide additional international sales channels to both companies. These channels will provide Temptronic a platform for launching its new series of Thermochuck(R) products for temperature testing of wafers, as well as ThermoStream(R) products for environmental testing of components and PCBs. Both of these products interface with inTEST products and enhance the range of solutions that can be offered."
Temptronic Corporation's temperature systems are used to test semiconductor wafers and other electronic components over temperatures ranging from -65 degreesC to +400 degreesC. Temptronic is headquartered in Newton, Massachusetts and has manufacturing facilities in Newton and San Diego, California and a sales and service office in the UK.
inTEST Corporation is a leader in the design and manufacture of docking hardware, test head manipulators, and tester interfaces which are used with automatic test equipment (ATE) by semiconductor manufacturers during the testing of wafers and packaged devices. The Company also designs and markets related ATE interface products including high performance test sockets and interface boards. Headquartered in Cherry Hill, New Jersey, the Company has manufacturing facilities in New Jersey, the UK, and Singapore and design, sales, service and support offices in New Jersey, the UK, Japan and Singapore.
Information contained in this press release contains forward-looking statements, which can be identified by the use of forward-looking terminology such as "Pursuant to the merger agreement, Temptronic Corporation will become." Various risk factors could cause actual results to vary materially from the future results covered in such forward-looking statements including the Company's ability to complete the acquisition of Temptronic and achieve operating efficiencies associated with the acquisition. Such forward-looking statements are subject to other risks and uncertainties, which are detailed in the Company's filings with the Securities and Exchange Commission on the Company's Form 10-K and any subsequent filings.
SOURCE inTEST Corporation