The Elmet Group Co. (NASDAQ: ELMT) has entered into a definitive agreement to acquire substantially all of the assets and rights associated with the metal production operations of ams OSRAM GmbH located in Schwabmünchen, Germany. The transaction is being executed through Elmet's wholly owned subsidiary, Elmet Technologies LLC.
Under the terms of the Asset Purchase Agreement, Elmet Technologies will assume the metal production operations, which include the manufacturing and distribution of metal pre-materials and products from tungsten and molybdenum. The acquired assets cover a range of products, including metal powders, rods, heavy wire, fine wire, electrodes, and other formed parts required for lighting solutions and other applications.
The purchase price for the transaction is not fixed and will be determined at closing based on a specific formula. The calculation includes a fixed amount of negative €18 million, adjustments for certain pension assets and defined benefit obligations, a restructuring prepayment of €1 million, and variations in working capital relative to a threshold of €3.875 million.
Elmet Technologies will not acquire the real property on which the business operates; the seller will retain ownership of the facility. The company expects to close the transaction in the first quarter of its 2027 fiscal year, subject to customary regulatory and anti-trust approvals and the satisfaction of specific closing conditions.
In connection with the deal, the seller will provide a vendor loan of €2.5 million to Elmet Technologies, bearing no interest, to be repaid in two equal installments over twelve months following the effective date.
The acquired Schwabmünchen site has been in operation since 1961 and spans approximately 26,800 square meters. It produces over 3,500 products and was recognized with the 2024 Germany Smart Digitization Factory 4.0 award. Elmet plans to retain the existing leadership and operating team and intends to invest in the site's workforce, equipment, and infrastructure to expand the range of materials produced, including TZM and tungsten heavy alloy.
