TOKYO--(Business Wire)--
Rohm Co., Ltd. (TOKYO:6963) and Oki Electric Industry Co., Ltd.
(TOKYO:6703) announced that the two companies have reached a basic
understanding of OKI spinning-off its semiconductor business through a
company split, and transfer 95% of its issued shares to ROHM. The two
companies will sign a definitive agreement based on the premise of OKI
gaining approval of spinning-off the semiconductor business at its
annual shareholder meeting.
OKI has been implementing company-wide initiatives to revamp its
business structure to increase corporate value and gain competitive
edge as competition becomes more global and fiercer. As part of the
initiatives, OKI has been discussing on how to expand its
semiconductor business. On the other hand, ROHM has been looking for
opportunities to improve its corporate value to advance as an IDM
semiconductor company with a wide range of product portfolio with
competitive edge. Based on this background, the two companies agreed
on the transfer of OKI's semiconductor business shares.
"We are pleased to announce this basic understanding with ROHM, a
company with high esteem," said Naoki Sato, Executive Vice President
at OKI. "While leveraging OKI's semiconductor fabs for products based
on our advanced technologies such as low power consumption, high
voltage processing, digital/analog mixed processing and small-size
packaging technologies, OKI will utilize Rohm's leading-edge
production processes for products such as system LSIs and logic LSIs
that currently use outside fabs."
"With this share transfer, we can create a synergy effect to
strengthen both sales and profit for the two companies by
complementing each other, as the overlap of our products is relatively
small," said Satoshi Sawamura, Managing Director at ROHM. "We will
become more competitive as we expand our product line up and maximize
our advanced production capabilities."
Both companies will enhance their sales skills by maximizing the
sales network, technology and quality support network both in Japan
and overseas.
Following is the detail of the share transfer of OKI's
semiconductor business:
1. Summary of the subsidiary subject for share transfer
-0-
*T
Company name: OKI Semiconductor Co., Ltd. (plan)
Representative: Hironori Kitabayashi, President and Representative
Director (plan)
Address: 550-1 Higashi Asakawa Cho, Hachioji, Tokyo, Japan
(plan)
Date of foundation: October 1, 2008 (plan)
Business activity: Manufacture and sell system LSIs, logic LSIs,
memory LSIs and high-speed optical communication
devices, and offer foundry service
Fiscal term: Ending March 31 (plan)
Employees: Consolidated: Approx. 6,000 (plan)
Major offices: Headquarters and production plants (Miyagi
Prefecture, Miyazaki Prefecture, Tokyo and
Thailand) (plan)
Capital: 20 billion yen (plan)
Issued shares: 10,000 shares (plan)
Major share holder: Oki Electric Industry Co., Ltd. 100% (plan)
Financial data: No recent data since the company will be
established in Oct. 2008
*T
2. Value of share transfer
Based on the agreement of a share value of 90 billion yen
(equivalent to 100% of the share), the two companies will make
adjustments at the day of split.
3. Schedules
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*T
May 28, 2008 Agree on basic understanding at board meeting
Sign Letter of Understanding
June 27, 2008 OKI, to pass a resolution on the business split at the
shareholders' meeting
October 1, 2008 Day of split and transfer of shares
*T
4. Plans going forward
By carefully examining the business, the two companies will
continue discussion towards a definitive agreement. Both companies
will announce its consolidated financial projections when finalized.
About Rohm Co., Ltd.
ROHM was established in Kyoto Japan in 1958 and designs,
manufactures and sells various types of semiconductors in consumer
electronics, mobile phone and network industries and other
applications. ROHM's design and manufacture teams provide high quality
products to customers through its global design centers and sales
networks world wide. ROHM involves over 20,000 employees world wide
and achieved 373 Billion yen sales in FY 2008(year ended March 31,
2008). For additional information, please visit the web site at
http://www.rohm.com
About Oki Electric Industry Co., Ltd.
Founded in 1881, Oki Electric Industry Co., Ltd. is Japan's first
telecommunications manufacturer, with its headquarters in Tokyo,
Japan. OKI provides top-quality products, technologies and solutions
to its customers through its info-telecom system business,
semiconductor business and printer business. All three businesses
function as a collective force to create exciting new products and
technologies that satisfy a spectrum of customer needs in various
markets. Visit OKI's global web site at http://www.oki.com/.
Notes:
-- Names of companies and products are trademarks or registered
trademarks of the respective companies and organizations.
OKI
For Europe and Americas:
Naomi Takeuchi, +1-408-737-6279
Public Relations Division
press@oki.com
or
For Asia and Other Areas:
Akiko Horiguchi, +81-3-3580-8950
Public Relations Division
press@oki.com
or
ROHM
Kohei Nozato, +81-75-311-2121
Public Relations and Investor Relations Dept.
pr@rohm.co.jp
Copyright Business Wire 2008
