[Translation]
Company Name: Sharp Corporation Representative: J.W. Tai
April 24, 2017
President & Chief Executive Officer (Code No. 6753)
Notice Regarding Sharp Making S&O Electronics (Malaysia) Sdn. Bhd. Sharp's Subsidiary
Sharp Corporation ("Sharp") announces that it has determined to make S&O Electronics (Malaysia) Sdn.
Bhd. ("SOEM") Sharp's subsidiary.
* Conversion rate used in this document: 1RM (Malaysia Ringgit) = 25 yen
Reasons for making SOEM Sharp's subsidiary
Under the new management system established in August 2016, Sharp upheld its "One SHARP" policy, which aims to heighten collaboration among all its businesses and its overall strength, and to meet the expectations of various stakeholders through its business expansion. Sharp established a new corporate motto, "Be Original", meaning that it provides each customer with products and services overflowing with Sharp's originality, encompassing its starting point and founding spirit of "Sincerity and Creativity. In addition, Sharp carried out a structural reform with the aim of quickly achieving profitability.
Sharp has been performing various reviews from a long term perspective, in order to strengthen its competitiveness and to shift to a stable growth trajectory. Under these circumstances, Sharp decided to make SOEM, which is the joint venture with ONKYO & Pioneer Corporation ("OPC"), TERENGGANU INCORPORATED SDN. BHD. (a local corporation; "Terengganu Fund") and an individual, Sharp's subsidiary. While SOEM has been manufacturing and selling audio visual devices including AV receivers for home theaters, in order for it to expand its business further by mainly developing audio visual devices linked to Sharp's AQUOS LCD television, Sharp decided to make SOEM Sharp's subsidiary by accepting the transfer of the shares that are currently held by an individual and increasing its investment ratio, as well as by dispatching Sharp's employees to assume the majority of SOEM's officer positions.
There is no change in the investment ratio of OPC and Terengganu Fund, and they will continue to make efforts for the development of the audio visual business as a joint venture.
Outline of the subsidiary to be changed
(i)
Name
S&O Electronics (Malaysia) Sdn. Bhd.
(ii)
Location
Lot 202, Bakar Arang Industrial Estate, 08000 Sungai Petani, Kedah, Malaysia
(iii)
Title and Name of Representative
Managing Director Hisashi Okayama
(iv)
Details of Business
Manufacture and sale of audio visual products and other products
(v)
Capital
24 million RM (600 million yen)
(vi)
Date of Establishment
December 1, 2008
(vii)
Major Shareholders and
Sharp: 39.97%
OPC: 39.97%
Shareholding Percentage
Terengganu Fund: 20.0%
Individual: 0.06%
(viii)
Relationship Between the Listed Company and the Relevant Company
Capital Relationship
Sharp holds 39.97% of the shares of the relevant company.
Personnel Relationship
Sharp dispatches four (4) officers to the relevant company.
Transaction Relationship
Sharp purchases audio visual products from the relevant company.
(ix)
Results of Operations and Financial Conditions of the Relevant Company for Previous Three Fiscal Years
Fiscal Year Ended
Fiscal year ended March, 2014
Fiscal year ended March, 2015
Fiscal year ended March, 2016
Net Assets
97,772,000 RM
95,736,000 RM
94,346,000 RM
Total Assets
279,593,000 RM
266,860,000 RM
265,768,000 RM
Net Assets per Share
4.07 RM
3.99 RM
3.93 RM
Proceeds of Sale
579,275,000 RM
543,670,000 RM
546,472,000 RM
Operating Income or Operating Loss (-)
4,821,000 RM
- 354,000 RM
2,176,000 RM
Ordinary Income
5,250,000 RM
168,000 RM
886,000 RM
Net Income Attributable to Owners of Parent
2,009,000 RM
62,000 RM
403,000 RM
Net Income per Share
0.21 RM
0.01 RM
0.04 RM
Dividend per Share
0.10 RM
0.10 RM
0.10 RM
Outline of the other party to the share acquisition
(i)
Name
THE ESTATE OF DATIN ROQUAIYA HANIM BINTI HUSSEIN
(ii)
Address
Georgetown, Pulau Pinang, Malaysia
(iii)
Relationship between the Listed Company and the Individual
There is no relationship that needs to be stated between Sharp and the relevant individual
* The other party is an estate, and Sharp entered into the agreement after consultation with the administrator thereof. There is no relationship that needs to be stated between Sharp and the administrator except that the administrator was the director of SOEM.
Number of acquired shares, acquisition price, and number of shares held and the status of the percentage of voting rights before and after the acquisition
Number of shares held prior to the acquisition
9,593,475 shares (percentage of voting rights: 39.97%)
Number of shares to be acquired and the acquisition price
13,050 shares (46,883.43 RM. 1,172,000 yen)
Number of shares to be held after the acquisition
9,606,525 shares (percentage of voting rights: 40.03%)
Schedule
Date of decision of making SOEM Sharp's subsidiary April 24, 2017
Date of payment and share transfer April 25, 2017 (to be fixed)
Future outlook
The impact of this transaction on Sharp's results will be minor.
End
Sharp Corporation published this content on 24 April 2017 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 24 April 2017 08:16:03 UTC.
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