Announcement on Merger of Consolidated Subsidiaries
Tokyo Electron Limited (TEL) announced that its Board of Directors had adopted a resolution to merge its two subsidiaries, Tokyo Electron Yamanashi Ltd. and Tokyo Electron Tohoku Ltd.
1. Objective of Merger
Unification of development and technology and the implementation of a highly effective organizational structure.
2. Outline of Merger
(1) Merger schedule (tentative)
April 6, 2017 Board of Directors Meetings of each of the companies involved in the merger to approve the merger agreement
April 24, 2017 Shareholders' Meetings of each of the companies involved in the merger to approve the merger agreement
July 1, 2017 Date of merger
(2) Merger method
The Merger will be an absorption-type merger between Tokyo Electron Yamanashi Ltd. as the surviving company and Tokyo Electron Tohoku Ltd. as the absorbed company.
(3) Allotment of shares in connection with merger
Since the Merger is a merger between two wholly-owned subsidiaries of TEL, No shares or monies will be allocated in relation to the Merger.
3. Overview of the Parties to the Merger
| Surviving Company | Absorbed Company | |
| (1) Company Name | Tokyo Electron Yamanashi Ltd. | Tokyo Electron Tohoku Ltd. |
| (2) Address | 2381-1 Kitagejo, Fujii-cho, Nirasaki City, Yamanashi | 52 Matsunagane, Iwayado, Esashi-ku, Oshu City, Iwate |
| (3) Representative Director | Yoshifumi Tahara, President & Representative Director | Tadao Sasaki, President & Representative Director |
| (4) Business Activities | Development and manufacturing of Semiconductor Production Equipment and FPD Production Equipment | Development and manufacturing of Semiconductor Production Equipment |
| (5) Capital Stock | 4,000 million yen | 1,000 million yen |
| (6) Start of Business | July 1, 1983 | April 3, 2006 |
| (7) Number of Issued Stock | 84,000 | 20,000 |
| (8) End of Fiscal Year | March 31 | March 31 |
| (9) Major Shareholders and Shareholding Ratio | Tokyo Electron Ltd. 100% | Tokyo Electron Ltd. 100% |
| (10) Total assets (as of March 31, 2016) | 71,340 million yen | 45,447 million yen |
| (11) Headcounts (as of March 31, 2016) | 1,096 people | 859 people |
4. Status of Surviving Company following the Merger
| (1) Company Name | Tokyo Electron Technology Solutions Ltd. |
| (2) Address | 2381-1 Kitagejo, Fujii-cho, Nirasaki City, Yamanashi |
| (3) Representative Director | Sadao Sasaki, President & Representative Director |
| (4) Business Activities | Development and manufacturing of Semiconductor Production Equipment and FPD Production Equipment |
| (5) Capital Stock | 4,000 million yen |
| (6) End of Fiscal Year | March 31 |
5. Future Outlook
Since the Merger is a merger between two wholly-owned subsidiaries of TEL, the effect on the consolidated business results of Tokyo Electron Ltd. will be negligible.
