Davis Polk advised Ultra Clean Holdings, Inc. (“UCT”) in connection with its approximately $43.6 million acquisition of Marchi Thermal Systems, Inc. The consideration consisted of $30 million in cash and 1,437,500 shares of UCT common stock.

UCT is a leading developer and supplier of critical systems and subsystems for the semiconductor capital equipment, flat panel, medical, energy and research industries. Marchi designs and manufactures application-specific thermal solutions to solve semiconductor equipment customers’ temperature management challenges.

The Davis Polk corporate team included partner Alan F. Denenberg and associates Jason Bassetti and Adam H. Whitaker. Partner Rachel D. Kleinberg and associate Catherine Paskoff Chang provided tax advice. Counsel Cynthia Akard provided executive compensation advice. All members of the Davis Polk team are based in the Menlo Park office.