2024
Sept.20, 2024
MINEBEA MITSUMI Inc.
Notice of business acquisition by consolidated subsidiary
MINEBEA MITSUMI Inc. (the "Company") hereby announces that ABLIC Inc. ("ABLIC"), Company's consolidated subsidiary, has decided to acquire the medical-related business (the "Subject Business") operated by Socionext Inc. ("Socionext") from Socionext (the "Transaction"), and entered into a business transfer agreement with Socionext as of September 6.
Please note that Transaction does not fall under the criteria for timely disclosure set out in the rules of Tokyo Stock Exchange, Inc., but is voluntarily disclosed as useful information on our website.
1. Reasons for business acquisition
Company's basic strategy is to identify the products as its core businesses called the "Eight Spears," with which Company can demonstrate its strengths such as super-precision processing technologies and mass production technologies and, which would not be easily eliminated from the market. Company also aims to provide the customers with new values by INTEGRATION*. ABLIC started its analogue semiconductor business in 1968 with the development of CMOS ICs for the world's first mass-produced quartz watches. ABLIC has been playing an important role in the analog semiconductor business, one of the 8 spears, with its strength in product development utilizing "advanced analog technology that realizes small size and low power consumption," providing high-precision analog and mixed signal semiconductors to customers in the fields of automotive, medical equipment, industrial equipment, and consumer electronics.
In particular, the medical equipment business, which was transferred from Hitach, Ltd. in 2016, is one of ABLIC's focus areas and has been growing steadily with transmitter ICs, key devices for ultrasound diagnostic equipment, and high-voltage switch ICs, as its main products.
Subject Business develops and sells handheld type ultrasound diagnostic equipment solutions (LSI/board modules/devices) for the healthcare and medical fields, featuring wireless, low power consumption, small size and light weight, and high-definition images. The source of Subject Business's competitiveness is its in-depth knowledge of systems, including firmware in addition to LSI, and its reception technology, including high-definition image generation.
Transaction will create a complementary relationship between the transmission technology, which has been one of ABLIC's strengths, and the receiving technology, Subject Business's strength, and will enable the development and introduction of high value added products to the market, resulting in an increased share in the ultrasound diagnostic equipment market, especially with the aim of the number one position in the handheld type market, which is expected grow rapidly.
Through Transaction, Company will create significant synergy effects and ensure that the analog semiconductor business as a whole achieves its sales target of 200 billion yen for the fiscal year ending March, 2029.
* INTEGRATION means "combining" rather than "simple gathering" of the Company's proprietary technologies to evolve its "core products" and to create new products in various fields through the INTEGRATON of our advanced technology.
2. Outline of Transaction
(1) Description of business to be acquired
Medical-related business operated by Socionext
(Mainly in the business of developing, manufacturing and selling ultrasound diagnostic systems and LSIs)
(2) Business performance of the acquired division in the immediately preceding fiscal year
This information is not disclosed due to confidentiality obligations between the parties.
(3) Items of assets and liabilities of the acquired division
Work in process, products, tangible and intangible assets related to Subject Business
(Cash and bank deposits, and monetary receivables and payables other than those listed above are excluded.)
3. Outline of the counterparty
| (1) Name | Socionext Inc. | ||
|---|---|---|---|
| (2) Location | 2-10-23 Shin-Yokohama, Kohoku-ku, Yokohama City, Kanagawa Prefecture | ||
| (3) Title and name of representative | Masahiro Koezuka, Representative director, Chairman, President & CEO | ||
| (4) Business | Design, development, and sale of SoCs and solutions/services centered on SoCs | ||
| (5) Capital *1 | 32,656 million yen | ||
| (6) Date of establishment | September 11, 2014 | ||
| (7) Net assets for the immediately preceding fiscal year *1 | 131,020 million yen | ||
| (8) Total assets in the immediately preceding fiscal year *1 | 186,840 million yen | ||
| (9) Major shareholders and shareholding ratios *1 | The Master Trust Bank of Japan, Ltd. (trust account) | ||
| The Custody Bank of Japan, Ltd. (trust account) | |||
| The Nomura Trust and Banking Co., Ltd. (trust account) | |||
| (10) Relations between Company and Socionext | Capital ties | There is nothing to report. | |
| Personal relations | There is nothing to report. | ||
| Business relations | There is nothing to report. | ||
| Related party status | Not applicable. | ||
- *1 All figures and details are as of March 31, 2024.
4. Schedule
| (1) Date of conclusion of the business transfer agreement | September 6, 2024 |
|---|---|
| (2) Date of business transfer | December 10, 2024 (scheduled) |
5. Future Outlook
The impact of Transaction on Company's consolidated business results for the fiscal year ending March, 2025 will be minor. If any event that needs to be disclosed happens, we will promptly disclose the relevant information.
| Company Name: | MINEBEA MITSUMI Inc. |
|---|---|
| Representative: | Yoshihisa Kainuma Representative Director, Chairman CEO (Code No. 6479 TSE Prime Market) |
| Contact: | Yasuo Komine General Manager Corporate Communications and Investor Relations Office |
| Phone: | +81-(0)3-6758-6703 |
Product information, contact and other context are subject to change without prior notice.
