Axcelis Technologies, Inc. and Veeco Instruments Inc. have updated the expected timeline for their previously announced all-stock merger. The companies now anticipate the transaction to close by the end of the first quarter of 2027, subject to the satisfaction or waiver of all closing conditions.
The merger agreement, originally signed on September 30, 2025, involves Axcelis merging with and into Veeco, with Veeco surviving as a wholly owned subsidiary of Axcelis. Under the terms of the agreement, each share of Veeco common stock will be converted into 0.3575 shares of Axcelis common stock at the time of closing.
The completion of the transaction remains contingent upon customary closing conditions. These include obtaining regulatory approval from the State Administration for Market Regulation of the People’s Republic of China (SAMR) and the expiration or early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act). The parties have indicated they are working constructively with SAMR and plan to promptly make a new submission under the HSR Act due to the pending expiry of the current clearance.
The companies have filed a registration statement on Form S-4 with the SEC, which was declared effective on December 31, 2025. A definitive joint proxy statement/prospectus was also filed and mailed to stockholders on or about December 31, 2025.