3M Commences Tender Offer of $35 per Share for Ceradyne

3M

today announced that its direct wholly owned subsidiary, Cyborg Acquisition Corporation, has commenced its previously announced tender offer for all outstanding shares of common stock of Ceradyne, Inc.

at a price of $35.00 per share. The tender offer is being made in connection with the Agreement and Plan of Merger, dated as of September 30, 2012, by and among 3M Company, Cyborg Acquisition Corporation and Ceradyne, Inc., which 3M and Ceradyne announced on October 1, 2012. The board of directors of Ceradyne has unanimously determined that the offer is fair to and in the best interests of Ceradyne's stockholders and unanimously recommends that the shareholders of Ceradyne accept the offer and tender their shares. The tender offer is scheduled to expire at 5:00 p.m., New York City time, on Tuesday, November 27, 2012, unless extended. Complete terms and conditions of the tender offer are set forth in the Offer to Purchase, Letter of Transmittal and other related materials that will be filed by 3M and Cyborg Acquisition Corporation with the SEC on October 15, 2012. In addition, on October 15, 2012, Ceradyne will file a Solicitation/Recommendation Statement on Schedule 14D-9 with the SEC relating to the offer. Copies of the Offer to Purchase, Letter of Transmittal and other related materials are available free of charge from Georgeson, Inc., the information agent for the tender offer, toll-free at (866) 257-5415 (brokers and bankers call (212) 440-9800). Wells Fargo Bank, N.A. is acting as depositary for the tender offer.