Item 2.01. Completion of Acquisition or Disposition of Assets.
Cohu, Inc. ("Cohu"), through its wholly owned semiconductor equipment
subsidiary, Delta Design, Inc., a Delaware corporation, and certain subsidiaries
of Delta Design (collectively, "Delta"), entered into a Share Purchase and
Transfer Agreement and an Asset Purchase Agreement (collectively, the "Purchase
Agreements") on December 5, 2008 and December 9, 2008, respectively, with Dover
Electronic Technologies, Inc. and other subsidiaries of Dover Corporation
(collectively, "Dover"), pursuant to which Delta acquired all of the outstanding
share capital of Rasco GmbH, a limited liability company formed pursuant to the
laws of the Federal Republic of Germany, Rosenheim Automation Systems
Corporation, a California corporation, and certain assets of Rasco Automation
Asia (collectively "Rasco"). Rasco, headquartered near Munich, Germany, designs,
manufactures and sells Gravity-Feed and Strip Semiconductor Test Handlers used
in final test operations by semiconductor manufacturers and test subcontractors.
Under the terms of the Purchase Agreements, the total purchase price was
$80.0 million in cash that was funded out of Cohu's existing cash reserves. The
acquisition of Rasco was completed on December 9, 2008.
The foregoing description of the acquisition and the Purchase Agreements is
qualified in its entirety by reference to the Purchase Agreements, copies of
which are attached hereto as Exhibit 10.1 and Exhibit 10.2, and incorporated
herein by reference.
On December 8, 2008, Cohu issued a press release announcing the
acquisition. A copy of the press release is furnished herewith as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired.
Cohu intends to provide the audited consolidated financial statements of
Rasco for the fiscal year ended December 29, 2007 as required by Rule 3-05(b) of
Regulation S-X by amendment to this Current Report on Form 8-K within the time
allowed for such filing by Item 9.01(a)(4) of this Form.
(b) Pro Forma Financial Information.
Cohu intends to provide pro forma financial information by amendment to
this Current Report on Form 8-K within the time allowed for such filing by
Item 9.01(b) (2) of this Form.
(d) Exhibits.
Exhibit No. - 10.1
Share Purchase and Transfer Agreement dated December 5, 2008 by and among Delta
Design, Inc. (and certain of its subsidiaries) and Dover Electronic
Technologies, Inc. (and certain of its subsidiaries)
Exhibit No. - 10.2
Asset Purchase Agreement dated December 9, 2008 by and between a subsidiary of
Delta Design, Inc. and certain subsidiaries of Dover Electronic Technologies,
Inc.
Exhibit No. - 99.1
Press release dated December 8, 2008 of Cohu, Inc.