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Donnelly to Merge Optical Unit with Applied Image Group

2 December 1998

Donnelly to Merge Optical Unit with Applied Image Group
    HOLLAND, Mich., Dec. 2 -- Donnelly Corporation
of Holland, Michigan, and Applied Image Group, Inc. of Rochester, New York,
today announced that the two companies have reached a definitive agreement for
Donnelly's wholly owned affiliate, Donnelly Optics Corporation, to be merged
with the Applied Image Group.
    The merger is structured as an equity swap, with Donnelly holding a
minority equity stake in the combined entity.  The two companies agreed to the
transaction December 1, and the deal is expected to close early in January.
    The merger represents an extraordinary fit for both companies.  Applied
Image is an industry leader in developing and producing opto-imaging products
for the lighting, automotive, optical and photonics industries.  Donnelly
Optics is an industry leader in developing and producing precision injection-
molded plastic optical lenses.  When the technologies, production capacities
and the strong market position of the two companies are combined, the result
is a formidable competitor, one that can excel in the fast-moving world of
imaging, lighting, sensors and photonics.
    "This is truly an exciting development, because in essence it accomplishes
everything we set out to achieve with Donnelly Optics and at the same time
frees us to focus more closely on our core automotive businesses," said Dwane
Baumgardner, Donnelly chairman and chief executive officer.  "Donnelly has
protected its investments and retained access to the key technologies that
will play an important role in the future of the auto industry."
    Bruno Glavich, Applied Images chairman, said, "This is an excellent
plastic optics fit for the Applied Image Group and this now completes our
single-source supply center concept so that our customers can come directly to
us for all of their imaging needs."
    Donnelly Corporation is an international automotive supplier dedicated to
serving customers around the globe with industry-leading components and
systems in automotive mirrors, windows, door handles and interior trim and
lighting.  Through its various product lines, Donnelly is a supplier to every
major automotive manufacturer in the world.  The company has been based in
Holland, Michigan, since 1905, and today has approximately 5,500 employees in
14 countries worldwide.  Donnelly is recognized as a leader in the application
of participative management, and has been named to Fortune magazine's list of
the "100 Best Companies to Work for in America."
    Since 1978, Applied Image Group, Inc. has been providing imaging solutions
to the optical, electronic, robotics, vision, graphics, office automation, bar
coding and symbology, materials, biomedical, metrology and standards
industries.  Applied Image will now be composed of four operating divisions:
    -- IMAGING - Precision imaged products and services.  This division
manufactures components that incorporate precision images such as targets,
reticles, encoders, electroforms, standards & mask services.
    -- COATINGS - Thin Film Vacuum Coatings.  Specialists in vacuum deposition
and thin film coating techniques.  Techniques include evaporation, sputtering,
CVD, PECVD, and other unique hybrid systems.
    -- GLASSTEC - Optical Fabrication and Glass Machining.  Specialists in the
manufacture of optical ball lenses, sphered and plano components, and unique
precision glass & optical machining services.
    -- OPTICS - Design and manufacture plastic diffractive and refractive
optics using state-of-the-art metrology, materials laboratory, diamond turning
center and unique manufacturing systems, along with a world-class team.