2014
Dec.1, 2014
Minebea Co., Ltd.
Notice regarding Transfer of Business from SHIONO SEISAKUSHO CO., LTD.
to a Newly-established Subsidiary of Minebea
Minebea Co., Ltd. ("Minebea") hereby announces that Minebea will establish a new wholly-owned subsidiary (Newco) to acquire the business and assets of SHIONO SEISAKUSHO CO., LTD. (Representative: Hirokazu Shiono, Head Office: Hamura-shi, Tokyo, "SHIONO SEISAKUSHO") as a sponsor of SHIONO SEISAKUSHO, which had worked with and gained support from the Small and Medium Enterprise (SME) Revitalization Support Council in Tokyo for the formulation of its revitalization plan. SHIONO SEISAKUSHO and Newco will enter into an agreement for such business and asset transfer.
SHIONO SEISAKUSHO has the competitive advantage in the machining technologies of hard-to-machine materials for precisely machined parts for aircraft, components for aircraft engines, and devices for space development or equipped with artificial satellites. We are confident that the business and technology transfer from SHIONO SEISAKUSHO, with which Minebea has had business for some time, would give Minebea a great opportunity to promptly achieve its goal "to increase the sales and profitability of aircraft component business" based on its "Five Arrows Strategies" which is one of Minebea Group's leading growth strategies. Minebea continues to be committed to actively promoting new expansion into the space development-related components business as well as the machined parts manufacturing for aircraft.
1. Background of the Transaction
SHIONO SEISAKUSHO has been engaged in high-quality machining and machining of hard-to-process materials and is currently engaged in the production, machining and sales of precisely machined parts for aircraft, components for aircraft engines, and devices for space development or equipped with artificial satellites. Due to the economic downturn caused by global financial crises in and after 2006, a large-scale decrease in orders, a heavy burden of depreciation expenses associated with excessive capital investments and a negative business environment including continuing appreciation of Japanese yen, etc. have contributed to the further worsening of its business and financial conditions. As such, the company has consulted with and obtained support from the SME Revitalization Support Council in Tokyo for the formulation of its revitalization plan since February 2013.
In the process of formulating the revitalization plan with the support from the SME Revitalization Support Council in Tokyo, Minebea was given a chance to become a sponsor to acquire the business and assets of SHIONO SEISAKUSHO, with which Minebea has had business for a while. Minebea and SHIONO SEISAKUSHO have agreed that Minebea will establish a newly-formed subsidiary called Newco for the acquisition of the business and assets of SHIONO SEISAKUSHO.
2. Business and Assets to be Transferred
Minebea will acquire essentially all business-related assets of SHIONO SEISAKUSHO and reemploy all former employees of SHIONO SEISAKUSHO in principle.
Outline of SHIONO SEISAKUSHO CO., LTD.
| (1) Company name | SHIONO SEISAKUSHO CO., LTD. |
|---|---|
| (2) Primary business line (major products for manufacture and sales) |
Manufacture, machining and sales of precisely machined parts for aircraft, components for aircraft engines, and devices for space development or equipped with artificial satellites |
| (3) Established | May 6, 1964 |
| (4) Location of head office | Shinmeidai 4-4-16, Hamura-shi, Tokyo, Japan |
| (5) Representative | Hirokazu Shiono (Representative Director) |
| (6) Paid-in Capital | 35 million yen (as of April 30, 2014) |
| (7) Number of employees | 69 (as of October 30, 2014) |
| (8) Net annual sales | Around 500 million yen (for the fiscal year ended April 30, 2014) |
| (9) Relationship with Minebea | Capital relationships & personnel relationships, etc.: None |
3. Schedule
| Mid-December 2014 | Establishment of a new company (Newco) (planned) |
|---|---|
| Mid-December 2014 | Conclusion of business transfer agreement (between SHIONO SEISAKUSHO and Newco) (planned) |
| January 2015 |
Operation commenced at Newco (planned) |
4. Future outlook
Upon conclusion of the business transfer agreement with SHIONO SEISAKUSHO, Newco will acquire and use existing buildings, machines and equipment of SHIONO SEISAKUSHO and reemploy its former employees with a view to starting operations in January 2015.
Newco strives to continue and expand the business with existing customers of SHIONO SEISAKUSHO, while trying to boost the sales of Minebea Group's aircraft components business going forward as a Minebea Group company. SHIONO SEISAKUSHO will commence special liquidation proceedings following the business transfer.
We expect that the impact of the said business transfer on Minebea's operating results for the fiscal year ending March 31, 2015 will be very minor on a consolidated basis.
| Minebea Co., Ltd. | http://www.minebea.co.jp/ |
|---|---|
| 3-9-6 Mita, Minato-ku, Tokyo, Japan 108-8330 | |
| Corporate Communications Office | |
| Phone: +81-(0)3-6758-6703 / Fax: +81-(0)3-6758-6718 | |
| SHIONO SEISAKUSHO Co., Ltd. | http://www.shiono-mfg.com |
| Shinmeidai 4-4-16, Hamura-shi, Tokyo, Japan 205-0023 | |
| Main phone line | |
| Phone: +81-(0)42-555-9111 / Fax: +81-(0)42-555-9114 | |
Product information, contact and other context are subject to change without prior notice.
