II-VI Incorporated (NasdaqGS:IIVI) signed a merger agreement to acquire EpiWorks, Inc. from Leo Capital Holdings, LLC, Open Prairie Ventures I, L.P., managed by Open Prairie Ventures and others for $49 million in cash on January 18, 2016. The consideration includes $43 million to be paid in cash at closing and an additional $6 million in potential earn-out payments over the next three years, subject to certain adjustments. The transaction will be financed from available cash and borrowings under II-VI credit facility. EpiWorks will continue to operate as a separate, but wholly-owned division of II-VI, named ?II-VI EpiWorks?. EpiWorks had revenue of approximately $14 million in 2015.David Ahmari will remain responsible for EpiWorks? sales, marketing and technology. Chief Executive Officer, Quesnell Hartmann will continue on as the General Manager of the EpiWorks business unit. The transaction is subject to the shareholders approval of EpiWorks and the holders of EpiWorks shares representing 83% of the votes entitled to be cast have signed support agreements to vote in favor of the transaction. The transaction is expected to close by the end of January, 2016. II-VI expects the transaction to be accretive to continuing operations beginning in the second half of calendar 2017. For the quarters preceding that, the transaction is expected to be dilutive.

EpiWorks, Inc. develops and manufactures compound semiconductor epitaxial wafers.