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CohuHD Costar News

 

Costar logoCONTACT: Scott Switzer
June 4, 2014 Chief Financial Officer
Costar Technologies, Inc.
(469) 635-6800
 
 
Definitive Agreement To Purchase CohuHD
Camera Products Division From Cohu, Inc.

Acquisition Expected to Expand Products
Offerings and Accelerate Sales Growth

 
Coppell, Texas ndash; June 4, 2014 ndash; Costar Technologies, Inc. (OTC Markets Group: CSTI)
announced today that it has signed a definitive agreement to acquire CohuHD, the camera
products and video solutions division of Cohu, Inc. (NASDAQ: COHU). The purchase price for
CohuHD, including potential earn-out payments, is expected to be $10 million in cash, subject to
certain post-closing adjustments set forth in the definitive agreement. The acquisition, which is
structured as an asset purchase, is subject to customary closing conditions and is expected to
be completed later this week. Costar is financing the transaction with proceeds from a new
credit facility with Bank of Texas. The present CohuHD management team and other CohuHD
employees are expected to join Costar following the closing of the acquisition.
 
CohuHD is a leading provider of video cameras and related products, specializing in IP video
solutions for traffic monitoring, security, surveillance and military applications; and accessories
such as cables, camera mounts, lenses and data storage devices. CohuHD is the market leader
in offering high-definition video systems designed for the performance requirements associated
with critical infrastructure environments, and sells to a customer base that includes corporate
end-users, state and federal government agencies, original equipment manufacturers,
distributors, system integrators and value-added resellers.
 
In making the announcement, Costar President and Chief Executive Officer James Pritchett
stated, 'This is a great strategic fit for Costar as we combine with one of the most well respected
brands in the industry. We look forward to welcoming the team from CohuHD to Costar. The
combination will yield meaningful operational benefits, together with significant synergies in
many areas, including marketing, sales and product development. CohuHDrsquo;s product offerings
are complementary to Costarrsquo;s current products and solutions, and, because Costar and
CohuHD serve different channels and customers, the acquisition creates numerous crossselling
opportunities. We believe our combined sales organization will be able to expand
CohuHDrsquo;s product penetration in existing markets and promote CohuHDrsquo;s products to new
markets, accelerating the growth of our sales footprint. With the addition of CohuHD, we expect
Costar to become one of the 50 largest video security companies in the world, with more than
$40 million in revenue per year.'
 
He went on to say, 'The CohuHD acquisition is consistent with our strategy of providing high
quality solutions to our customers. Our customers will have access to a broader product line
while continuing to receive the same high level of sales, service and support that they have
come to expect from Costar and CohuHD.'
 
'We are very excited to be joining the Costar team and to carry on CohuHDrsquo;s 60 year history of
leadership in the video camera market,' said Tom Kampfer, President and General Manager,
CohuHD Division. 'Our combined resources and broader product offering will generate growth
opportunities for CohuHDrsquo;s rugged, outdoor video cameras into new commercial channels, and
access to Costarrsquo;s products will enable further sales opportunities within our core transportation
markets.'
 
Costar is being advised in connection with the transaction by Alston amp; Bird LLP.
 
About Costar Technologies, Inc.
Costar Technologies, Inc. develops, designs and distributes a range of security solution
products including surveillance cameras, lenses, digital video recorders and high-speed domes.
Costar also develops, designs and distributes industrial vision products to observe repetitive
production and assembly lines, thereby increasing efficiency by detecting faults in the
production process. Headquartered in Coppell, Texas, Costarrsquo;s shares currently trade on the
OTC Markets Group under the ticker symbol 'CSTI'.
 
Cautionary Statement Regarding Forward Looking Statements
This press release contains forward-looking statements that involve risks and uncertainties, as
well as assumptions, that if they never materialize or prove incorrect, could cause the results of
the Company to differ materially from those expressed or implied by such forward-looking
statements. Forward-looking statements generally are identified by the words 'expects,'
'anticipates,' 'believes,' 'intends,' 'estimates,' 'should,' 'would,' 'strategy,' 'plan' and similar
expressions. All statements other than statements of historical fact are statements that could be
deemed forward-looking statements. These forward-looking statements include, among other
things, statements regarding markets for our products and our performance in those markets,
our business plans, product performance and impact, competitive offerings, impact and benefits
of the transaction including potential synergies to be achieved, the transactionrsquo;s impact on
Costarrsquo;s sales and other financial results and the timing of the transactionrsquo;s closing. These
forward-looking statements are based on our beliefs, assumptions and estimates using
information available to us at the time and are not intended to be guarantees of future events or
performance. The risks, uncertainties and assumptions include developments in the
marketplace for our products, competition, related products and services and general economic
conditions, as well as other risks and uncertainties. If our underlying assumptions turn out to be
incorrect, or if certain risks or uncertainties materialize, actual results could vary materially from
the expectations and projections expressed or implied by our forward-looking statements.
These factors, in some cases, have affected and in the future (together with other factors) could
affect our ability to implement our business strategy and may cause actual results to differ
materially from those contemplated by the statements expressed in this press release.
Accordingly, we cannot give assurance that any of the events anticipated by the forward-looking
statements will transpire or occur, or if any of them do so, what impact they will have on the
results of operations or financial condition of Costar. As a result, readers are cautioned not to
place undue reliance on any of our forward-looking statements. We disclaim any intention or
obligation to publicly update or revise any forward-looking statements to reflect any change in
our expectations or in events, conditions or circumstances on which those expectations may be
based, or that may affect the likelihood that actual results will differ from those contained in the
forward-looking statements. This cautionary statement is applicable to all forward-looking
statements contained in this press release.
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