Listen to this articleInrad Optics Inc. entered into a definitive merger agreement to be acquired by Luxium Solutions, an affiliate of private equity firms SK Capital Partners and Edgewater Capital Partners, in an all-cash deal valued at approximately $19 million, including assumed debt.
Inrad Optics, a Northvale-based manufacturer of glass-, crystal- and metal-based optical components and assemblies, announced the deal April 9. If approved, the company would continue to operate under the same brand and maintain its current Garden State headquarters. Its common stock would no longer be publicly listed.
“Today’s announcement is a testament to the extraordinary hard work and dedication of our team,” Inrad Optics CEO Amy Eskilson said in a statement. “As a part of a private company, we will have enhanced flexibility and additional financial resources to build on Inrad Optics’ strong foundation, further scale operations, and capture significant opportunities in rapidly growing markets.”
Inrad Optics added that the transaction would allow it “to accelerate investments in technologies that are vital to development of next generation bent X-ray crystal monochromators for spectroscopy and plasma fusion applications, and large-format, ultra-high precision optical components and assemblies.”
Under the terms of the agreement, Ohio-based Luxium will acquire all issued and outstanding shares of Inrad Optics common stock, including common stock underlying its $2.5 million convertible notes and in-the-money stock options, for $1.10 per share in cash. Clarex Ltd. and Welland Ltd., the holders of these convertible notes, have agreed to convert the full principal amount of the notes into common stock, and have entered into a voting agreement in support of the transaction.
The acquisition, which has been approved by Inrad Optics’ board and stockholders, is expected to close mid-2024, subject to customary closing conditions.
The agreement includes a 30-day “go-shop” period expiring at 11:59 p.m. ET May 8, during which time Inrad Optics’ board and advisors will consider alternative proposals.
Needham & Co.y LLC is serving as financial advisor to Inrad Optics, and Lowenstein Sandler LLP is serving as legal counsel to Inrad Optics. CriticalPoint Partners LLC is serving as financial advisor to SK Capital, Edgewater and Luxium, and Latham & Watkins LLP is serving as legal counsel to SK Capital and Luxium.
According to its fiscal year 2023 filing with the U.S. Securities and Exchange Commission, Inrad Optics’ customers include corporations in the semiconductor equipment, process control and metrology, defense, aerospace and laser systems industries, as well as the U.S. government, national laboratories and universities and institutions worldwide. The company reported sales of $12.9 million in 2023, an increase of 21.4%, or $2.3 million, compared with $10.6 million in 2022.
Quick facts:
- In 2016, now-U.S. Rep. Josh Gottheimer, D-5th District, launched his congressional campaign at Inrad Optics’ headquarters because of the company’s “important role our products play in national security,” Eskilson said at the time.
- In 2012, the company changed its name from Photonics Products Group to Inrad Optics Inc.
