Acquisition
Maruwa Co Ld
03 February 2004
3 February 2004
MARUWA CO., LTD.
3-83 Minamihonjigahara-cho, Owariasahi-city, Aichi-pref., 488-0044 JAPAN
(Translation)
MARUWA TO PURCHASE KIMMON QUARTZ CO.,LTD.
Nagoya- MARUWA CO., LTD. announced that MARUWA has signed a basic agreement with Kimmon
Manufacturing Co.,Ltd. to purchase the entire issued shares of Kimmon Quartz Co.,Ltd.,
which will be established as Kimmon Quartz Co.,Ltd., a subsidiary of Kimmon Manufacturing
Co.,Ltd., will divide its quartz glass business sector (the corporate name of 'Kimmon
Quartz Co.,Ltd.' will be succeeded to the new company,) after the corporate resolution
today.
Purpose of acquisition
MARUWA CO., LTD. is a manufacturer of ceramics for electronics such as ceramic materials
of electronic circuitry components as well as components for mobile communications and
automobiles, and for EMC (electro-magnetic compatibility) solutions. Also, with its high
precision technology, MARUWA manufactures machinery ceramics for functional parts, and
fused quartz products mainly for semiconductor manufacturing equipment. Emanating
synergistic effect from the combination of the base technologies acquired in the past,
MARUWA is determined to continue to supply to the markets higher value-added products.
The product strategy of MARUWA is to generate profits stably from the core business of
Circuit Ceramics and Machinery Ceramics with large market shares, and then to carry on
aggressive investment into the growing business of Radio Frequency Products, EMC
Components, and R&D activities on new items.
The purpose of this share purchase is to secure a resource of stable profits by expanding
the fused quartz business categorized in Machinery Ceramics, one of the core businesses.
In March 2003, MARUWA purchased MARUWA TFG Co., Ltd. (TFG, former TOKYO FINE GLASS
Co.,Ltd.,) a consolidated subsidiary. TFG now contributes to making solid profits after
turning back into black in a short time period. Kimmon Quartz Co.,Ltd. shares its product
area with that of TFG, and is expected to grow as a more sound profit-making resource by
taking advantage of TFG's refined processing technologies and expanding its market
shares.
Details of acquisition
(1) Method of acquisition Transfer to MARUWA CO., LTD. the entire issued shares of
Kimmon Quartz Co.,Ltd., which will be established through a
business division of the quartz glass business sector of
Kimmon Quartz Co.,Ltd., a consolidated subsidiary of Kimmon
Manufacturing Co.,Ltd. The new company will succeed the
corporate name of 'Kimmon Quartz Co.,Ltd.'
(2) Schedule Signed the basic agreement 3 February 2004
To sigh an agreement for transfer of shares End of March 2004
To complete the transaction 1 April 2004
About Kimmon Manufacturing Co.,Ltd.
Name Kimmon Manufacturing Co.,Ltd.
Representative Teruo Onoda, CEO
Head office 13-1 Ohara-cho, Itabashi-ku, Tokyo, Japan
Date of incorporation July 1948
Principle lines of business Manufacturing and sales of gas/water meters
Number of employees 622 (as of 30 September 2003)
Paid-in capital 1,575 million yen
About Kimmon Quartz Co.,Ltd.
Name Kimmon Quartz Co.,Ltd.
(the corporate name will be succeeded from former Kimmon
Quartz Co.,Ltd., before the business division)
Representative Kiyoharu Harada, CEO
Office 750 Shimoakasaka, Kawagoe-City, Saitama, Japan
Date of incorporation March 2004
Principle lines of business Manufacturing and sales of quartz glass products
Fiscal term 31 March
Number of employees 155
Paid-in capital 100 million yen
Shareholder Kimmon Quartz Co.,Ltd. 100%
(Before the business division)
Operating results and No figure (the company is to be established in March 2004)
assets
Shareholding percentage by MARUWA in Kimmon Quartz
Beforetransfer 0%
After transfer 100%
Considerable effect on financial results
The acquisition will have no effect on consolidated net sales and income of fiscal 2004.
As for the outlook for fiscal 2005, MARUWA will refer within the announcement of the
consolidated final results for fiscal 2004.
END.
This information is provided by RNS
The company news service from the London Stock Exchange