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908 Devices Acquires RedWave Technology, Expanding Its Forensics Product Portfolio

908 Devices Inc. (Nasdaq: MASS), a pioneer in purpose-built portable and benchtop mass spectrometers for chemical and biochemical analysis, announces that it has completed the acquisition of privately held RedWave Technology, a leading provider of portable FTIR spectroscopic analyzers for rapid chemical identification of bulk materials. Fourier Transform Infrared (FTIR), an optical spectroscopy technology, is highly valued for its unique ability to identify substances in a wide range of bulk materials.

With this acquisition, 908 Devices gains an expanded portfolio of portable chemical analysis instruments for forensic workflows that quickly detect and identify unknown solids, liquids, vapors and aerosols at the point of need. Additionally, RedWave strengthens 908 Devices’ desktop portfolio with a line of accessories for pharmaceutical process analytical technology (PAT) and industrial quality control applications.

“We are excited to welcome the RedWave team to 908 Devices. Our technology platforms are complementary as our forensic customers rely on both mass spectrometry and FTIR analyzers to rapidly assess and monitor their environments for hazardous trace chemicals and high-volume chemical threats,” said Kevin J. Knopp, CEO and co-founder of 908 Devices. “RedWave Technology is a rapidly growing and profitable company with innovative products that can immediately leverage our sales channel. RedWave is a strong fit and allows us to accelerate our strategic goals.”

“RedWave Technology and 908 Devices share an incredible passion for innovation and customer service,” said Jon Frattaroli, CEO of RedWave Technology and currently vice president of strategy at 908 Devices. “Together, we can accelerate the development of new products and services that provide first responders with best-in-class chemical identification tools to help them fulfill their mission of keeping our communities safe.”

Founded in 2016, RedWave has shipped more than 700 portable analyzers to customers in more than 20 countries. The company is headquartered in Danbury, Connecticut, and employs 39 people. For full-year 2023, unaudited results, RedWave revenue increased 20% to $13.7 million, achieved a gross margin of 52% and an operating margin of 15%. RedWave is expected to contribute $11 million to 908 Devices revenue for 2024, representing eight months of use.

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 prior to 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 qualifying product booking milestones over the next two years.

Financial and legal advisors

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

Webcasting Information

908 Devices will discuss this acquisition during its first quarter 2024 financial results conference call prior to the market open on Tuesday, April 30, 2024 at 5:30 a.m. PST/8:30 a.m. ET. A webcast of the conference call can be viewed at https://ir.908devices.com/news-events/events . The webcast will be archived and available for replay for at least 90 days following the event.

About 908 devices

908 Devices Inc. (Nasdaq: MASS) revolutionizes chemical and biochemical analysis with simple portable and benchtop devices addressing life-critical applications. The company’s devices are used at the point of need to study unknown and unseen materials and deliver fast, actionable answers to directly solve some of the most critical problems in life sciences research, bioprocessing, pharmaceutical/biopharmaceutical, forensics and related markets. Headquartered in downtown Boston, the company designs and manufactures innovative products that combine the power of mass spectrometry, microfluidic sampling and separations, software automation and machine learning. For more information, visit www.908devices.com.

Forecast statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact 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 contribution to RedWave’s revenues in 2024. Words such as “may,” “will,” “expect,” “plan,” “anticipate,” “estimate,” “intend” and similar expressions (as well as other words or phrases referring to 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 that could cause actual results to differ materially from those expressed or implied in any forward-looking statement, including those described under “Risk Factors” and in the Company’s other filings with the Securities and Exchange Commission, which are available on the SEC’s website at www.sec.gov. Additional information will be available in the Company’s annual and quarterly reports and other filings with the SEC from time to time. Although the Company believes that the expectations reflected in its forward-looking statements are reasonable, it cannot guarantee future results. The Company is under no obligation, and does not undertake any obligation, to update or revise any forward-looking statements contained in this press release to reflect changes since the date of this press release, except as required by law.