908 Devices Acquires RedWave Technology, Expanding its Forensics Product Offering - Seite 2

Transaction Terms

The purchase consideration includes an initial payment of $53.5 million, consisting of $45.0 million in cash and 1.5 million shares of common stock (representing $8.5 million based on the closing price of the Company’s common stock on April 26, 2024, the day immediately preceding the closing of the transaction). The purchase agreement also includes up to an additional four million shares (representing $22.7 million based on the closing price on April 26, 2024) of contingent consideration upon the achievement of certain revenue and qualified product bookings milestones over the next two years.

Financial and Legal Advisors

Perella Weinberg Partners LP is acting as financial advisor and Goodwin Procter LLP serving as legal counsel to 908 Devices Inc. Diamond Capital Advisors is acting as financial advisor and Benesch, Friedlander, Coplan & Aronoff LLP is serving as legal counsel to RedWave Technology.

Webcast Information

908 Devices will discuss this acquisition on a conference call for its first quarter 2024 financial results before market open on Tuesday, April 30, 2024, at 5:30 am Pacific Time / 8:30 am Eastern Time. A webcast of the conference call can be accessed at https://ir.908devices.com/news-events/events. The webcast will be archived and available for replay for at least 90 days after the event.

About 908 Devices

908 Devices Inc. (Nasdaq: MASS) is revolutionizing chemical and biochemical analysis with its simple handheld and desktop devices, addressing critical-to-life applications. The Company’s devices are used at the point-of-need to interrogate unknown and invisible materials and provide quick, actionable answers to directly address some of the most critical problems in life sciences research, bioprocessing, pharma/biopharma, forensics and adjacent markets. The Company is headquartered in the heart of Boston, where it designs and manufactures innovative products that bring together the power of mass spectrometry, microfluidic sampling and separations, software automation, and machine learning. For more information, visit www.908devices.com.

Forward Looking Statements

This press release includes “forward looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts are forward-looking statements, including, without limitation, statements regarding the expected uses and capabilities of the Company’s and RedWave’s products, and the expected 2024 revenue contribution from RedWave. Words such as “may,” “will,” “expect,” “plan,” “anticipate,” “estimate,” “intend” and similar expressions (as well as other words or expressions referencing future events, conditions or circumstances) are intended to identify forward-looking statements. These forward-looking statements are based on management’s current expectations and involve known and unknown risks, uncertainties and assumptions which may cause actual results to differ materially from any results expressed or implied by any forward-looking statement, including the risks outlined under “Risk Factors” and elsewhere in the Company’s filings with the Securities and Exchange Commission which are available on the SEC's website at www.sec.gov. Additional information will be made available in the Company’s annual and quarterly reports and other filings that it makes from time to time with the SEC. Although the Company believes that the expectations reflected in its forward-looking statements are reasonable, it cannot guarantee future results. The Company has no obligation, and does not undertake any obligation, to update or revise any forward-looking statement made in this press release to reflect changes since the date of this press release, except as may be required by law.