8-KRegulation FDExhibits & Filings

ENTEGRIS INC 8-K Report, Regulation FD Disclosure (Jun 27, 2022)

Filed June 27, 2022For Securities:ENTG

Summary

This Form 8-K filing by Entegris Inc. (ENTG) primarily announces a significant milestone in their previously announced acquisition of CMC Materials, Inc. (CMC). Specifically, Entegris and CMC have received all required regulatory clearances for the merger, including antitrust approvals. The companies anticipate closing the transaction on or about July 6, 2022, subject to the satisfaction of customary closing conditions. This development brings the acquisition considerably closer to completion, marking a crucial step forward for Entegris' strategic growth objectives. Investors should view this update as highly positive, indicating a reduced risk of the deal falling through due to regulatory hurdles. The successful completion of this merger is expected to enhance Entegris' market position and create synergistic value. The filing also reiterates the availability of detailed information regarding the transaction and associated risks in previously filed documents with the SEC.

Key Highlights

  • 1Entegris and CMC Materials have received all necessary regulatory clearances for the proposed merger.
  • 2The acquisition is expected to close on or about July 6, 2022.
  • 3Customary closing conditions must still be met for the transaction to finalize.
  • 4This marks a critical step towards the completion of Entegris' acquisition of CMC Materials.
  • 5The filing serves as a Regulation FD disclosure and incorporates a joint press release regarding the regulatory approvals.
  • 6Investors are reminded to refer to previously filed documents for comprehensive details on the transaction and associated risks.

Frequently Asked Questions

The main purpose of this 8-K filing is to announce that Entegris Inc. and CMC Materials, Inc. have received all required regulatory clearances for their proposed merger, bringing the acquisition close to completion.

The parties involved expect to close the merger on or about July 6, 2022, provided that all customary closing conditions are satisfied or waived.

The filing specifically mentions the receipt of 'all required regulatory clearances for the Merger,' which includes antitrust approvals. A press release dated June 24, 2022, attached as an exhibit, further details the China antitrust clearance.

Investors are urged to read the Registration Statement on Form S-4 (declared effective January 28, 2022), the proxy statement/prospectus, and other relevant documents filed with the SEC by Entegris and CMC. These documents contain important information about the transaction and are available on the SEC's website, as well as on Entegris' and CMC's investor relations websites.