New Integrated Holding Company
Konica Minolta Holdings, Inc. to Launch on August 5
August 5, 2003
KONICA MINOLTA HOLDINGS, INC.
Tokyo (August 5, 2003) --- Konica Minolta Holdings, Inc.
(Fumio Iwai, President & CEO) is pleased to announce that it has formed
a new integrated holding company through management integration on August
5, 2003.
This new holding company was formed as a result of "the letter of
intent for the management integration " signed on January 7, 2003
by Konica Corporation and Minolta Co., Ltd., and of a contract for the
stock exchange signed by both companies on May 15, 2003, in accordance
with decisions from the Boards of Directors Meetings of the both companies.
Approval to enter into this contract 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 of image information products business, optical products
business, camera business, photo imaging business, and instrument systems
business, as well as its functions as a center for technology, its functions
in the area of business expertise, and 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
In the area of imaging, digitization and networking are expediting, technology
and product developments are taking place at increasingly greater speeds,
and market needs are changing drastically. In order to survive amidst
today's global competition, with increasing emergence of other industries,
we must aggressively form strategic alliances that enhance its strengths,
and must do so in a timely manner.
The launch of the new holding company which results from this integration
of management will combine the respective strengths of Konica Corporation
and Minolta Co., Ltd., enhancing both the competitive business capabilities
and earning capacity of the Company, and will also maximize corporate
value by practicing the corporate portfolio management. Thus, one of the
primary 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 with the
goals of allowing for the separation of management audit from the executive
function, and achieving a highly transparent managerial system.
2. Overview of Konica Minolta
Holdings, Inc.
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 Message: “The essentials of imaging”
1) Trade Name: Konica Minolta Holdings, Inc.
2) Description of Business:
As a holding 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 & CEO, Representative Executive Officer: Fumio Iwai
Vice 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: ¥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) ) Effective Date
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 announcement, which was released on August
4, 2003, has been posted on the new web site on August 5, with several
changes in wordings but the contents remain the same.
--------------------------------------------------------------------------------
Cautionary Statement Regarding Forward-Looking
Statements:
This press release includes forward-looking statements that reflect the
plans and expectations of Konica Minolta Holdings, Inc. To the extent
that statements in this press release do not relate to historical or current
facts, they constitute forward-looking statements. The forward-looking
statements are based on the current assumptions and beliefs of Konica
Minolta Holdings, Inc. in light of the information available to it, and
involve known and unknown risks and uncertainties. Potential risks and
uncertainties include, but are not limited to, the ability of Konica Minolta
Holdings, Inc. to integrate the operations of Konica Corporation and Minolta
Co., Ltd. effectively, as well as the factors identified under “Forward-Looking
Statements” of the Annual Report 2002 of Konica Corporation and
“Disclaimer Regarding Forward-Looking Statements” of the Annual
Report 2002 of Minolta Co., Ltd. Such risks, uncertainties and other factors
may cause the actual results, performance or financial position of Konica
Minolta Holdings, Inc. to differ materially from those expressed or implied
in the forward-looking statements. Konica Minolta Holdings, Inc. undertakes
no obligation to update publicly any forward-looking statements after
the date of this press release.