Ultra Clean’s Acquisition Of Dynamic Manufacturing Solutions


Davis Polk advised Ultra Clean Holdings, Inc. on its acquisition of substantially all of the assets of Dynamic Manufacturing Solutions, LLC.

Under the terms of the asset purchase Agreement, UCT paid $30.0 million in cash for DMS, subject to certain post-closing adjustments as provided in the acquisition Agreement. UCT may pay up to $12.5 million in additional cash earn-out payments to the former owners of DMS if the combined weldment business achieves certain gross profit and gross margin targets for the twelve months ending June 26, 2020. In 2018, DMS generated revenue of $48.4 million, net income of $2.1 millionand Adjusted EBITDA of $5.6 million.

Headquartered in Hayward, California, Ultra Clean is a leading developer and supplier of critical subsystems for the semiconductor and display capital equipment industries. Based in Austin, Texas, DMS is a semiconductor weldment and solutions provider and offers a complete range of weldment solutions, from build to print outsourcing, to turnkey design and product realization.

Needham & Company, LLC served as financial advisor to UCT in the acquisition and Davis Polk & Wardwell LLP served as legal advisor to UCT.

The Davis Polk corporate team included partner Alan F. Denenberg (Picture), counsel Jason Bassetti and associate Stephanie Y. Cheng. The tax team included partner Rachel D. Kleinberg. Partner Frank J. Azzopardi and associate Michael V. Policastro provided intellectual property and technology advice. Counsel Gregory D. Hughes provided executive compensation advice. Counsel David A. Zilberberg and associate Megan Cronin provided environmental advice.

Involved fees earner: Frank Azzopardi – Davis Polk & Wardwell; Jason Bassetti – Davis Polk & Wardwell; Stephanie Cheng – Davis Polk & Wardwell; Megan Cronin – Davis Polk & Wardwell; Alan Denenberg – Davis Polk & Wardwell; Gregory Hughes – Davis Polk & Wardwell; Rachel Kleinberg – Davis Polk & Wardwell; Michael Policastro – Davis Polk & Wardwell; David Zilberberg – Davis Polk & Wardwell;

Law Firms: Davis Polk & Wardwell;

Clients: Ultra Clean Holdings, Inc.;