X-RITE TO ACQUIRE AMAZYS HOLDING AG, Agreement Will Create a Global Leader in the Color Industry

Combination Expected to Lead to Enhanced Quality, Increased Scale, Greater Innovation and Improved Operational Efficiency

Grandville, Mich. / Regensdorf, Switzerland, January 31, 2006 – X-Rite, Incorporated (Nasdaq: XRIT) and Amazys Holding AG (SWX: AMSN), two leading providers of color measurement solutions comprised of hardware, software and services for the verification and communication of color data, today jointly announced they have entered into a definitive agreement under which X-Rite will offer to purchase all of the outstanding registered shares of Amazys Holding AG for a purchase price of approximately US$280 million or CHF 77 per share plus 2.11 shares of X-Rite, Incorporated stock per share. Amazys develops, markets and supports hardware, software and services to measure and communicate color under the GretagMacbeth brand.

Anticipated Strategic, Operational and Financial Benefits of the Acquisition Include:
  • Building one of the strongest talent pools in the industry
  • Creating a global market leader in the color industry
  • Leveraging the strength of X-Rite’s manufacturing and the technology of Amazys Holding AG
  • Generating significant synergy potential
  • Accelerating technology innovation
  • Extending market opportunity and geographic reach
The combined company expects to achieve approximately US$25 million of annual operating expense savings in connection with the transaction in year three, with combined gross margins of approximately 63 percent. During the first year, the company has plans to incur restructuring costs of approximately US$20 million. The transaction is expected to be accretive to X-Rite’s EPS during year two of the combined operations.

“X-Rite is excited about the opportunity to achieve greater scale, reduce operational costs and leverage combined R&D efforts. With the combined company, we will be in a position to deliver more innovative and high quality solutions,” said Michael C. Ferrara, X-Rite CEO. “We believe this is a strategic combination that will provide value for our shareholders, customers, employees and partners.”

“We believe this combination offers an exciting opportunity for our two companies to come together in a transaction that maximizes value for our stakeholders,” said Mario Fontana, Amazys Holding AG Chairman.

“Together, we plan to leverage our combined technical resources to deliver the best possible solutions to help drive our client’s businesses,” stated Amazys Holding AG CEO Thomas J. Vacchiano, Jr.

Organization of the Combined Entity:
A strong team of X-Rite and Amazys executives will lead the new organization. Following the deal, Michael C. Ferrara will remain CEO, Thomas J. Vacchiano Jr. (Present Amazys CEO) will be named President and COO, Mary E. Chowning will remain CFO, and Dr. Francis Lamy will be appointed CTO. Following the completion of the transaction, the Board of Directors will be comprised of nine members, including six current directors of X-Rite and three current directors of Amazys Holding AG.

In the immediate future, X-Rite and Amazys Holding AG will continue to operate as separate companies. Throughout the integration process, brand strategy for both companies and their respective product lines will be reviewed in a thoughtful, deliberate manner to add the most value for stakeholders. Following the transaction’s completion, global headquarters will be located in Grandville, Michigan with the European Headquarters in Regensdorf, Switzerland.

About X-Rite:
X-Rite is a leading provider of color measurement solutions comprised of hardware, software and services for the verification and communication of color data. The Company serves a broad range of industries, including graphic arts, digital imaging, industrial and retail color matching, and medical. X-Rite is global, with 18 offices throughout Europe, Asia, and the Americas, serving customers in 100 countries. Visit www.xrite.com for more information.

About Amazys Holding AG

Amazys Holding AG with its GretagMacbeth subsidiaries, headquartered in Regensdorf, Switzerland, is a worldwide technological leader of color management solutions for graphic arts, photography, digital imaging, paints, plastics, apparel, textiles and automotive, among other industries. The ISO-9001 certified company maintains offices in the Americas, Europe and Asia. The company trains and supports customers worldwide.