Notice Regarding Reorganization within Group and Changes in Trade Names of Consolidated Subsidiaries
Company Name: Konica Minolta Holdings, Inc.
Representative Name: Masatoshi Matsuzaki, President and CEO
Local Securities Code Number: 4902
Contact: Yuji Suzuki, General Manager, Corporate Communications & Branding Division
Tel: (81) 3-6250-2100
Tokyo (February 21, 2012) - Konica Minolta Holdings, Inc. (“the Company”) today announced that it has decided to implement a reorganization within the Group and change trade names of two of its consolidated subsidiaries, effective on April 1, 2012.
1. Reorganization in the Group
(1) Purpose of the reorganization
Focusing on sustainable growth, the Company has adopted a medium-term management plan, G PLAN 2013, in three years from the fiscal year ending March 31, 2012 to the fiscal year ending March 31, 2014. Under the plan, the entire Group companies have been steadily making progress in growth themes and initiatives. For the purpose of accelerating the growth across the Group, the Company decided that the optical operations at Konica Minolta Opto, Inc., a Business Company in the Group and a wholly-owned subsidiary of the Company, will be transferred to Konica Minolta Sensing, Inc., a Business Company for sensing business in the Group and a wholly-owned subsidiary of the Company. By combining technologies and human resources fostered in the optical and sensing businesses, the Company aims to develop synergy for expansion of operations and strengthen competitive edges and profitability in the businesses.
On January 31, 2012, the Company announced an absorption-type company split with a consolidated subsidiary. That company split is also part of the Company's management initiatives, as well as the reorganization announced today, toward sustainable growth of the Group.
(2) Summary of the reorganization
1. Schedule of the reorganization
a. Planned date of shareholders' meeting of parties in the reorganization: February 23, 2012
b. Planned date of the reorganization (Effective date): April 1, 2012
2. Method of the reorganization
The reorganization is an absorption-type company split in which Konica Minolta Opto, Inc. is the splitting company and Konica Minolta Sensing, Inc. is the succeeding company.
3. Allotment of shares relating to the reorganization
There is no issuance or allotment of shares as a result of the company split.
4.Treatment of stock acquisition rights and bonds with stock acquisition rights as a result of the reorganization
Not applicable.
(3) Summary of parties in the reorganization
| Splitting company | Succeeding company | |
|---|---|---|
| 1. Current trade name | KONICA MINOLTA OPTO, INC. | KONICA MINOLTA SENSING, INC. |
| 2. Location of head office | 2970 Ishikawa-machi, Hachioji-shi, Tokyo | 3-91, Daisennishi-machi, Sakai-ku, Sakai-shi, Osaka |
| 3. Title and name of representative | Takashi Matsumaru, Representative Director and President | Toshihiko Karasaki, Representative Director and President |
| 4. Description of business | Manufacturing and sale of optical products (such as pickup lenses) and electronic materials (such as TAC films) | Manufacturing and sale of measuring instruments for industrial and healthcare applications |
| 5. Capital | ¥500 million | ¥495 million |
(4) Summary of operations subject to the reorganization
1. Description of operations subject to the split
Optical operations with such primary products as lenses, optical machinery and equipment, and electric and electronics machinery and equipment.
2. Operating results of operations subject to the split (for the fiscal year ended March 31, 2011, consolidated basis)
Net sales: ¥73.1 billion
3. Assets and liabilities relating to operations subject to the split (as of December 31, 2011)
(in billions of yen)
| Item | Book value | Item | Book value |
|---|---|---|---|
| Assets | 28.3 | Liabilities | 17.9 |
Note: The value of assets and liabilities to succeed is estimated based on the status as of December 31, 2011. The actual value of assets and liabilities to succeed may vary from the values listed above.
2. Changes in the trade names of subsidiaries
(1) Summary of subsidiaries subject to the changes
| 1. Current trade name | KONICA MINOLTA OPTO, INC. | KONICA MINOLTA SENSING, INC. |
|---|---|---|
| 2. Location of head office | as stated in 1. (3) | as stated in 1. (3) |
| 3. Title and name of representative | ||
| 4. Description of business | ||
| 5. Capital |
(2) Reasons for the trade name changes
The trade names are changed for the clarification of such subsidiaries' operations that undergo changes as a result of the reorganization in the Group.
(3) New trade names
| 1. Current trade name | KONICA MINOLTA OPTO, INC. | KONICA MINOLTA SENSING, INC. |
|---|---|---|
| 2. New trade name | KONICA MINOLTA ADVANCED LAYERS, INC. | KONICA MINOLTA OPTICS, INC. |
(4) Planned date to change the trade names
April 1, 2012
The changes in the trade names will be implemented after the approval at the extraordinary meeting of shareholders of such subsidiaries, scheduled on February 23, 2012.
3. Outlook
As the reorganization is conducted between the Company's wholly-owned subsidiaries, no material impact is expected on the Company's consolidated financial results.