MEMBERSHIP
August 24, 2023
Company name | Ricoh Company, Ltd. |
Representative | Akira Oyama |
President and CEO | |
(Securities code: 7752, | |
Tokyo Stock Exchange Prime Market) | |
Contact | Takashi Kawaguchi |
Executive Corporate Officer and CFO | |
(TEL: +81-50-3814-2805) | |
Company name | Toshiba Tec Corporation |
Representative | Hironobu Nishikori |
Representative Director | |
President and Chief Executive Officer | |
(Securities code: 6588, | |
Tokyo Stock Exchange Prime Market) | |
Contact | Akira Abe |
General Manager of Corporate | |
Communications Division | |
(TEL: +81-3-6830-9151) |
(Progress and changes in disclosure matters) Notice regarding
a Business Partnership between Ricoh Company, Ltd., and Toshiba Tec Corporation by
necessary procedures such as Company Split (Simplified Absorption-type Company Split), and the conclusion of a Business Integration Agreement and a Shareholders Agreement related to the integration of MFP's development and manufacturing
Ricoh Company, Ltd. (President and CEO: Akira Oyama, "Ricoh") and Toshiba Tec Corporation (Representative Director, President and Chief Executive Officer: Hironobu Nishikori, "Toshiba Tec") will proceed with necessary procedures such as company split with the aim of integrating their business of the development and manufacturing of multifunction printers (the "Business Integration") and organizing a joint venture company which shareholders will be Ricoh and Toshiba Tec to develop and manufacture multifunction printers, as announced in the "Notice regarding a Business Partnership between Ricoh Company, Ltd., and Toshiba Tec Corporation by necessary procedures such as Company Split (Simplified Absorption-type Company Split), and the conclusion of a Business Integration Agreement and a Shareholders Agreement related to the integration of MFP's development and manufacturing" released on May 19, 2023 (partial corrections are already made as announced in the "(Corrections) Notice Regarding Partial Corrections to the "Notice regarding a Business Partnership between Ricoh Company, Ltd., and Toshiba Tec Corporation by necessary procedures such as Company Split (Simplified Absorption-type Company Split), and the conclusion of a Business Integration Agreement and a Shareholders Agreement related to the integration of MFP's development and manufacturing"" released on July 19, 2023, hereinafter "Previous Timely Disclosure").
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In relation to this, Ricoh and Toshiba Tec hereby announce that the scope of the Business Integration has been changed as follows. Further, in conjunction with this change, the two companies hereby announce that some of the figures described in the Previous Timely Disclosure have been also changed as follows. Each term used but not defined otherwise herein shall have the meaning provided in the Previous Timely Disclosure.
Note
1. Reason for Changes
In the Previous Timely Disclosure, it was announced that the scope of the Business Integration would be
the business of the development and production of multifunction printers in Japan and overseas of both companies, and that although Toshiba Tec's businesses in certain countries were to be excluded, there may be a possibility for them to be included in the scope of the Business Integration at Toshiba Tec's discretion after the completion of certain procedures.
Following the completion of consultation with the works' council of a French subsidiary of Toshiba Tec, Toshiba Tec Europe Imaging Systems S.A., Toshiba Tec has decided to include its business of the development and production of multifunction printers in France in the scope of the Business Integration. Also, this has resulted in changes in some parts of the Previous Timely Disclosure (the "Changes").
2. Details of the Changes
In the Previous Timely Disclosure, under "7. Outline of the splitting business", sections "(2) Business results of the division to be split (FY ended March 2022*)" and "(3) Items and book value of assets and liabilities to be split (as of March 31, 2022*)" are changed as follows. Corrected items are underlined and certain information without corrections is omitted.
(Before Corrections)
(2) Business results of the division to be split (FY ended March 2022*)
Ricoh | Toshiba Tec | |
(Omitted) | Net sales | 66,039million yen |
*(Omitted) |
- Items and book value of assets and liabilities to be split (as of March 31, 2022*) Ricoh
(Omitted)
Toshiba Tec
Assets | Liabilities | ||||
Current assets | 21,538million yen | Interest-bearing debt | 2,432million yen | ||
Fixed assets | 6,703million yen | Other liabilities | 15,559million yen | ||
Total | 28,241million yen | Total | 17,991million yen | ||
*(Omitted)
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(After Corrections)
(2) Business results of the division to be split (FY ended March 2022*)
Ricoh | Toshiba Tec | |
(Omitted) | Net sales | 66,508million yen |
*(Omitted) |
- Items and book value of assets and liabilities to be split (as of March 31, 2022*) Ricoh
(Omitted)
Toshiba Tec
Assets | Liabilities | ||||
Current assets | 22,435million yen | Interest-bearing debt | 2,469million yen | ||
Fixed assets | 7,569million yen | Other liabilities | 15,510million yen | ||
Total | 30,003million yen | Total | 17,979million yen | ||
*(Omitted)
3. Future outlook
The impact of the Changes on the consolidated financial results for the current fiscal year of both companies is under review. When a matter that should be disclosed is occurred or decided, Ricoh and Toshiba Tec will disclose it promptly.
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Toshiba TEC Corporation published this content on 24 August 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 August 2023 06:04:02 UTC.