About This Deal

908 Devices acquired RedWave Technology (CAM2 Technologies, LLC) for $53.5 million initial consideration ($45.0 million cash plus 1,497,171 shares of common stock valued at approximately $8.5 million on the day before closing), with up to 4,000,000 additional contingent 'earnout' shares (valued at up to approximately $22.7 million at signing) tied to RedWave-product revenue over the two years to April 30, 2026, a transaction completed in April 2024, structured as cash-and-stock, with contingent earnout shares.

RedWave Technology (CAM2 Technologies, LLC) operates in Handheld chemical analysis / forensics (portable FTIR optical spectroscopy), is based in Danbury, Connecticut, USA (customers in more than 20 countries), had revenue of about Approximately $13.7 million FY2023 revenue (unaudited), up more than 20% year over year, at 52% gross margin and 15% operating margin; expected to contribute about $11 million to 908 Devices' 2024 reported revenue (eight months of ownership).. RedWave Technology (legally CAM2 Technologies, LLC, a Connecticut LLC doing business as RedWave Technology) is a provider of portable FTIR (Fourier Transform Infrared) spectroscopic analyzers for rapid chemical identification of bulk materials. Founded in 2016 and based in Danbury, Connecticut with 39 employees, RedWave had placed more than 700 portable analyzers with customers in more than 20 countries. The acquisition added optical spectroscopy to 908 Devices' handheld platform for forensic workflows that detect and identify unknown solids, liquids, vapors and aerosols at the point of need, and brought a line of accessories to 908 Devices' desktop portfolio for pharma Process Analytical Technology (PAT) and industrial QC.

908 Devices' and RedWave's technology platforms are complementary: forensics customers rely on both mass spectrometry and FTIR analyzers to assess and monitor their environment for dangerous trace chemicals and bulk chemical hazards, and RedWave's high-growth, profitable products could immediately leverage 908 Devices' sales channel.

A high-growth, profitable business whose portable FTIR analyzers are complementary to 908 Devices' mass-spec platform and can immediately leverage 908 Devices' existing sales channel. Cross-sell of FTIR and mass-spec analyzers to shared forensics and first-responder customers, and use of 908 Devices' sales channel to expand distribution of RedWave products. RedWave became a wholly-owned subsidiary of 908 Devices, folded into its handheld forensics product line. Up to 4,000,000 unregistered earnout shares may be issued based on RedWave-product 'Earnout Revenue': at least 1,000,000 shares if Earnout Revenue reaches $37 million, scaling to the 4,000,000-share maximum at $45 million or more; no earnout shares below the threshold. Approximately $4.5 million of the cash consideration was placed in a 12-month indemnification escrow.

Deal Terms

Acquirer
908 Devices
Target
RedWave Technology (CAM2 Technologies, LLC)
Value
$53.5 million initial consideration ($45.0 million cash plus 1,497,171 shares of common stock valued at approximately $8.5 million on the day before closing), with up to 4,000,000 additional contingent 'earnout' shares (valued at up to approximately $22.7 million at signing) tied to RedWave-product revenue over the two years to April 30, 2026
Date
April 2024
Type
Full acquisition
Status
Closed

Transaction Details

Target HQ
Danbury, Connecticut, USA (customers in more than 20 countries)
Segment
Handheld chemical analysis / forensics (portable FTIR optical spectroscopy)
Structure
Cash-and-stock, with contingent earnout shares
Target revenue
Approximately $13.7 million FY2023 revenue (unaudited), up more than 20% year over year, at 52% gross margin and 15% operating margin; expected to contribute about $11 million to 908 Devices' 2024 reported revenue (eight months of ownership).
Announced
April 30, 2024
Closed
April 29, 2024

In Their Words

We're thrilled to welcome the RedWave team to 908 Devices. Our technology platforms are complementary as our forensics customers rely on both mass spec and FTIR analyzers to rapidly assess and monitor their environment for dangerous trace chemicals and bulk chemical hazards. RedWave Technology is a high growth and profitable company with innovative products that can immediately leverage our sales channel. RedWave is a strong fit and enables us to accelerate our strategic objectives.Kevin J. Knopp, CEO and Co-founder, 908 Devices
RedWave Technology and 908 Devices share an extraordinary passion for innovation and customer care. Together, we can accelerate the development of new products and services that provide first responders with best-in-class chemical identification tools that enable them to fulfill their mission of keeping our communities safe.Jon Frattaroli, CEO of RedWave Technology, now VP, Strategy at 908 Devices

Advisors

Advisory firms were not disclosed for this transaction.

Sources: Press release ↗ · SEC filing ↗

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