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Ferro Acquires Laser Marking Industry Leader TherMark

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Ferro Corporation (NYSE: FOE, the “Company”) announced today that it has acquired privately held TherMark Holdings, Inc. (“TherMark”), a leader in laser marking technology, for $5.5 million in cash, subject to customary adjustments. TherMark is Ferro’s largest partner in the marketing of laser marking materials and also licenses technology to Ferro.

TherMark’s unique patented technology uses precise lasers to quickly and permanently fuse marking materials to metals, ceramics, glass, plastics and other hard surfaces. The process creates high-contrast, high-resolution marks for purposes of decoration and identification. The specially formulated marking materials, supplied by Ferro, consist of glass-based ceramic glazing material and pigments, with the addition of a thermal absorber.

Laser marking is used in a broad spectrum of industries including awards and recognition, signage, medical and surgical instruments, manufacturing, home appliances and d’ecor. The technology is increasingly being used as a solution for component tracking, quality control and anti-counterfeiting in the automotive, aerospace, and perfume and cosmetics industries.

Commenting on the transaction, Peter Thomas, Chairman, President and CEO of Ferro Corporation, said, “This is a small but attractive, value-creating investment for Ferro. Laser marking is a fast-growing, high-value niche industry and we believe we can capitalize on this opportunity by leveraging our significant presence in glass coatings to drive future growth. Given our existing position as a supplier of laser marking materials and our knowledge of TherMark’s technology, we expect to seamlessly integrate the acquisition into our Performance Colors and Glass industrial products portfolio. This purchase is another example of our intention to increase sales and profitability by expanding our technology positions in high-value glass and color markets.”

Ferro was advised by League Park Advisors and Calfee, Halter & Griswold, LLP.

About Ferro Corporation

Ferro Corporation (http://www.ferro.com) is a leading global supplier of technology-based performance materials, including glass-based coatings, pigments and colors, and polishing materials. Ferro products are sold into the building and construction, automotive, appliances, electronics, household furnishings, and industrial products markets. Headquartered in Mayfield Heights, Ohio, the Company has approximately 3,985 employees globally and reported 2014 sales of $1.1 billion.

About TherMark

TherMark Holdings, Inc., founded as TherMark Corporation in 1996, is located in Irvine, California, with a sales and support office near Pittsburgh, Pennsylvania. TherMark is a leading supplier of laser marking technology.

Cautionary Note on Forward-Looking Statements

Certain statements in this press release may constitute “forward-looking statements” within the meaning of Federal securities laws. These statements are subject to a variety of uncertainties, unknown risks, and other factors concerning the Company’s operations and business environment. Important factors that could cause actual results to differ materially from those suggested by these forward-looking statements and that could adversely affect the Company’s future financial performance include the following:

  • Ferro’s ability to complete acquisitions or dispositions, and to successfully integrate acquisitions;
  • Ferro’s ability to successfully introduce new products or enter into new growth markets;
  • Demand in the industries into which Ferro sells its products may be unpredictable, cyclical, or heavily influenced by consumer spending;
  • Ferro’s ability to successfully implement and/or administer its cost-saving initiatives, including its restructuring programs, and to produce the desired results;
  • currency conversion rates and economic, social, regulatory, and political conditions around the world;
  • restrictive covenants in the Company’s credit facilities could affect its strategic initiatives and liquidity;
  • Ferro’s ability to access capital markets, borrowings, or financial transactions;
  • the effectiveness of the Company’s efforts to improve operating margins through sales growth, price increases, productivity gains, and improved purchasing techniques;
  • the impact of interruption, damage to, failure, or compromise of the Company’s information systems;
  • the availability of reliable sources of energy and raw materials at a reasonable cost;
  • Ferro’s presence in certain geographic regions, including Latin America and Asia-Pacific, where it can be difficult to compete lawfully;
  • increasingly aggressive domestic and foreign governmental regulations on hazardous materials and regulations affecting health, safety and the environment;
  • sale of products into highly regulated industries;
  • limited or no redundancy for certain of the Company’s manufacturing facilities and possible interruption of operations at those facilities;
  • competitive factors, including intense price competition;
  • Ferro’s ability to protect its intellectual property or to successfully resolve claims of infringement brought against it;
  • the impact of operating hazards and investments made in order to meet stringent environmental, health and safety regulations;
  • management of Ferro’s general and administrative expenses;
  • Ferro’s multi-jurisdictional tax structure;
  • the impact of the Company’s performance on its ability to utilize significant deferred tax assets;
  • the effectiveness of strategies to increase Ferro’s return on invested capital;
  • stringent labor and employment laws and relationships with the Company’s employees;
  • the impact of requirements to fund employee benefit costs, especially post-retirement costs;
  • implementation of new business processes and information systems, including the outsourcing of functions to third parties;
  • exposure to lawsuits in the normal course of business;
  • risks and uncertainties associated with intangible assets;
  • Ferro’s borrowing costs could be affected adversely by interest rate increases;
  • liens on the Company’s assets by its lenders affect its ability to dispose of property and businesses;
  • Ferro may not pay dividends on its common stock in the foreseeable future; and
  • other factors affecting the Company’s business that are beyond its control, including disasters, accidents and governmental actions.

The risks and uncertainties identified above are not the only risks the Company faces. Additional risks and uncertainties not presently known to the Company or that it currently believes to be immaterial also may adversely affect the Company. Should any known or unknown risks and uncertainties develop into actual events, these developments could have material adverse effects on our business, financial condition and results of operations.

This release contains time-sensitive information that reflects management’s best analysis only as of the date of this release. The Company does not undertake any obligation to publicly update or revise any forward-looking statements to reflect future events, information, or circumstances that arise after the date of this release. Additional information regarding these risks can be found in our Annual Report on Form 10-K for the year ended December 31, 2014.

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