2022
Oct.7, 2022
MINEBEA MITSUMI Inc.
Notice of Changes in Specified Subsidiary
MINEBEA MITSUMI Inc. ("the Company") hereby announces that its Board of Directors Meeting held today has resolved that MITSUMI ELECTRIC CO., LTD., which is a 100% owned subsidiary of the Company, would make an investment in kind in manufacturing facilities leased free of charge to its wholly owned subsidiary CEBU MITSUMI, INC.
As a result, CEBU MITSUMI, INC. will become a specified subsidiary of the Company.
Description
1. Reason for the Change
Since the establishment of CEBU MITSUMI, INC. in January 1989, MITSUMI ELECTRIC CO., LTD. has continued to lease its manufacturing facilities free of charge and consign manufacturing only for a processing fee.
However, in the light of the actual situation that CEBU MITSUMI, INC. has already acquired the capability to handle the entire product manufacturing process on its own, MITSUMI ELECTRIC CO., LTD. will transfer the ownership of the manufacturing facilities leased free of charge through an investment in kind.
As a result of this investment, the amount of capital of CEBU MITSUMI, INC. will correspond to more than 10 percent of the Company's capital, thus making it a specified subsidiary.
2. Outline of the Subsidiary to be changed
| (1) Company Name | CEBU MITSUMI, INC. | |||
|---|---|---|---|---|
| (2) Address | MRI Special Economiczone Sabang, Danao City Cebu, Philippines 6004 | |||
| (3) Name of Representative | Tatsuya Mori, President | |||
| (4) Description of Businesses | Manufacture of electronic components | |||
| (5) Capital | 1,146 millions of Philippine pesos (4,646 millions of yen) | |||
| (6) Date of Incorporation | January 6, 1989 | |||
| (7) Major shareholders and shareholding ratio | MITSUMI ELECTRIC CO., LTD. 100% (direct ownership) | |||
| (8) Relationship between the Company and the Subsidiary | Capital relationship | The Company has 100% of the voting rights of MITSUMI ELECTRIC CO., LTD., the parent company of the Subsidiary. | ||
| Personnel relationship | Three employees of the Company concurrently serve as directors of the Subsidiary. | |||
| Business relationship | Not applicable. | |||
| (9) Operating results and financial position of the Subsidiary for the past three years | ||||
| Fiscal year end | March 31, 2020 | March 31, 2021 | March 31, 2022 | |
| Net asset | 3,019 millions of PHP 6,522 millions of yen |
2,448 millions of PHP 5,631 millions of yen |
2,894 millions of PHP 6,859 millions of yen |
|
| Total assets | 5,124 millions of PHP 11,067 millions of yen |
4,546 millions of PHP 10,457 millions of yen |
5,429 millions of PHP 12,866 millions of yen |
|
| Net Sales | 7,709 millions of PHP 16,651 millions of yen |
7,145 millions of PHP 16,434 millions of yen |
8,165 millions of PHP 19,352 millions of yen |
|
| Net income (loss) | 231 millions of PHP 499 millions of yen |
(215) millions of PHP (495) millions of yen |
284 millions of PHP 672 millions of yen |
|
3. Outline of the Subsidiary to be changed
| (1) Before capital increase | 1,146 millions of Philippine pesos (4,646 millions of yen) (100.0% of voting rights) |
|---|---|
| (2) After capital increase (planned) | 10,604 millions of Philippine pesos (28,009 millions of yen) (100.0% of voting rights) |
4. Date of Change
November 1, 2022 (scheduled)
5. Future Outlook
This transaction will have immaterial impact on our consolidated financial results for the fiscal year ending March 31, 2023.
| Company Name: | MINEBEA MITSUMI Inc. |
|---|---|
| Representative: | Yoshihisa Kainuma Representative Director, CEO & COO (Code No. 6479, TSE Prime Market) |
| Contact: | Katsuhiko Yoshida Director, Senior Managing Executive Officer |
| Phone: | +81-(0)3-6758-6711 |
Product information, contact and other context are subject to change without prior notice.
