Cognex Corporation Acquires the Machine Vision Business of Komatsu Ltd.; Deal Gives Cognex Leadership Position in Japan's Semiconductor Market.

Business/Technology Editors

NATICK, Mass.--(BUSINESS WIRE)--March 15, 2000

Cognex Corporation (NASDAQ:CGNX), the world's leading supplier of machine vision systems, announced today that it has signed a definitive agreement to purchase the machine vision business of Komatsu Ltd., a leading Japanese manufacturer of electronics and industrial equipment, and one of the largest and most successful suppliers of machine vision systems to Japan's semiconductor industry.

Under the terms of the agreement, Cognex will acquire all of the rights to Komatsu's machine vision products and related technologies. In addition, Cognex will hire all of the software development engineers, the sales engineers, and other skilled employees previously associated with Komatsu's machine vision business. The purchase price for the business is $11 million in cash, with the potential for additional payments totaling up to $8 million, depending upon certain performance factors. The transaction is structured as an asset purchase, and it will be accounted for under the purchase method of accounting.

Komatsu and Cognex have a long history of technical and business collaboration. Since 1989, Komatsu's vision systems have been built on top of Cognex's high-speed hardware and core machine vision software. By adding its own user interface and a layer of application-specific vision software, Komatsu creates special-purpose inspection systems that are widely used by manufacturers in the semiconductor and electronics industries. The primary application for Komatsu's vision systems is inspecting electronic components as they are being manufactured. The increased usage of Komatsu's machine vision systems in that application is driven by the large market for networking and telecommunication-related products associated with the growth of the internet.

"This acquisition is a real coup for Cognex," said Dr. Robert J. Shillman, Cognex's President, CEO, and Chairman. "First, it increases our market share. By taking on Komatsu's very successful FAPEX and KV products, Cognex immediately assumes the number one position as the machine vision supplier to semiconductor manufacturers in Japan, and it strengthens our existing position as the leader in that market segment, worldwide. Next, we expect the acquisition to accelerate our revenue growth in both the semiconductor and electronics markets in Japan, because Komatsu's existing vision customers will likely purchase other Cognex products in addition to FAPEX and KV. And, finally, by immediately expanding our team by adding more than twenty highly skilled and experienced vision engineers and sales engineers, we expect to be able to increase the rate at which we can develop and introduce new machine vision products to all of our customers, worldwide."

Komatsu Ltd., headquartered in Tokyo, Japan, is a diversified provider of industrial products and services. While remaining an international leader in the field of construction and mining equipment, the company continues to expand its business in electronics, engineering, and other solutions-based operations. In the electronics field, Komatsu specializes in manufacturing a variety of ultra-advanced products for semiconductor processing, such as excimer lasers, a light source for DUV steppers. The company also has expertise in optics/electronics technology and its applications.

Cognex Corporation designs, develops, manufactures, and markets machine vision systems, or computers that can "see." Cognex is the world's leader in the machine vision industry, having shipped to date more than 100,000 machine vision systems. Cognex's Modular Vision Systems Division, headquartered in Natick, Massachusetts, specializes in machine vision systems which are used for automating the manufacture of a wide range of discrete items and for assuring their quality. Cognex's Surface Inspection Systems Division, headquartered in Alameda, California, specializes in machine vision systems which are used for inspecting the surfaces of products manufactured in a continuous fashion, such as metals, paper, and plastics. In addition to its corporate headquarters in Natick, Massachusetts, Cognex also has regional offices located throughout North America, Japan, Europe, and Southeast Asia. Visit Cognex on-line at http://www.cognex.com.

Certain statements made in this press release are forward-looking statements. These statements are based on the company's current expectations and estimates as to prospective events and circumstances which may or may not be in the company's control and as to which there can be no firm assurances given. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those projected or anticipated. The company wishes to caution readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. The company disclaims any obligation subsequently to revise forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events. Further discussions of risk factors are also available in the company's registration statements filed with the Securities and Exchange Commission.