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5th August 2003
Konica Minolta merger finalised

Released by Konica Corporation:

New Consolidated Holdings Company: Konica Minolta Holdings, Inc.



Tokyo, Osaka (August 5, 2003) --- Konica Corporation (Fumio Iwai, president) and Minolta Co., Ltd. (Yoshikatsu Ota, president) will be inaugurating Konica Minolta Holdings, Inc., a new consolidated holdings company formed by their management integration, on August 5, 2003

This new consolidated holdings company is the outcome of "the letter of intent for the management integration" signed on January 7, 2003 by both Konica Corporation and Minolta Co., Ltd. In accordance with their Boards of Directors, this merger also results from the contracted stock exchange approved by both companies on May 15, 2003. Approval to enter into this agreement was received at the general shareholders' meetings held by Konica Corporation on June 25, 2003, and Minolta Co., Ltd. on June 27, 2003.

As previously announced, under the management of Konica Minolta Holdings, Inc., the Company will be working to simultaneously reorganize its operations in the fields and businesses relating to image information products, optical products, cameras, photo imaging, and instrument systems. In addition, the management strives to keep the Company a center for technology, and will use its business expertise to concentrate on the strategic and managerial functions of the Group as a whole. This reorganization is targeted for completion by October 1, 2003, and will serve as the basis for the formation of a new corporate group.

1. Background and Objectives of the Management Integration The imaging industry continues to experience rapid enhancements in digitization, networking, technology and product developments, and market needs are changing drastically. In order to survive amidst today's global competition, we must aggressively pursue and secure strategic alliances that mutually enhance each company's strengths.

The inauguration of the new holdings company, as a result of this integration of management, will combine the respective strengths of Konica Corporation and Minolta Co., Ltd., to enhance both the competitive business capabilities and earning capacity of the company. Furthermore, this integration will maximize corporate value by providing the opportunity to manage the new corporate portfolio. One of the primary, immediate objectives of this management integration is to ensure a strong and solid position within the industry.

The new company will also adopt a company-with-committee system that allows the "separation of management audit" by the executive team, and establishes a highly transparent managerial system.

2. Overview of Konica Minolta Holdings, Inc.
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1) Management Philosophy: The Creation of New Value
2) Management Visions:
. Innovative corporation that continues to create impressions in the field of imaging. A global market leader that offers advanced technology and reliability.
3) Corporate Slogan: "The essentials of imaging"
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1) Trade Name: Konica Minolta Holdings, Inc.
2) Description of Business:
As a holdings company of the Konica Minolta Group, Konica Minolta Holdings, Inc. will handle the control of Group business through the corporate portfolio management as well as the management of corporate strategies, finances, and other areas of lateral business management for the Group as a whole, with the goal of maximizing corporate value
.3) Location of Corporate Headquarters:
Marunouchi Center Building, 1-6-1 Marunouchi, Chiyoda-ku, Tokyo *From August 5, 2003 through August 24, 2003 Shinjuku Nomura Building, 26-2, Nishishinjuku 1-chome, Shinjuku-ku, Tokyo
4) Corporate Representatives:
President & Representative Executive Officer: Fumio IwaiVice President & Representative Executive Officer: Yoshikatsu Ota
5) Number of Executives: 12 Directors, 26 Executive Officers (including five who also serve as directors)
6) Number of Employees: approximately 150
7) Capital: Yen 37,519,000,000
8) Total Number of Shares Authorized to be issued: 1.2 billion
9) Closing Date: Once a year on March 31

3. Changes in the Number of Shares Constituting One Voting Unit The number of shares constituting one voting unit will be changed based on the contract for the stock exchange, which was signed based on a decision of the Board of Directors meetings of both Konica Corporation and Minolta Co., Ltd. held on May 15, 2003, and the signing of which was approved by the general shareholders' meetings held by Konica Corporation on June 25, 2003, and Minolta Co., Ltd. on June 27, 2003.
1) Reason for the Change
This change is being implemented to further promote the distribution of Konica Minolta Holdings, Inc. stock and to broaden the investor base.
2) Details of the Change
The number of shares constituting one voting unit will be changed from 1,000 shares to 500 shares.
3) Date of Change Implementation
August 5, 2003
* The units of exchange for Konica Minolta Holdings, Inc. on the Tokyo, Osaka and Nagoya Stock Exchanges will also be changed to 500 shares as of August 5, 2003.

This press release is a direct translation of the Japanese press release.

http://konicaminolta.jp

 
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