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Announcement on acquisition of shares of a sub-subsidiary

November 1, 2022

TDK Corporation (TSE:6762, (hereinafter “TDK”) announced today that its Board of Directors resolved at a meeting of the Board of Directors held on November 1, 2022 to approve a resolution to acquire from Amperex Technology Limited (Hong Kong Special Administrative Region of China, hereinafter “ATL”), which is a consolidated subsidiary of TDK, the shares of Navitasys India Private Limited (Bawal, India, hereinafter "NVTI"), which is a consolidated subsidiary of ATL.

1. Reason for the acquisition of shares

TDK Group's rechargeable battery business is mainly based in China, but recently expanded similar business in India in order to capture high growth local Indian market.
To streamline internal group control, TDK decided to change the shareholding relationship from ATL to TDK.

2. Outline of the subject company

(1) Name Navitasys India Private Limited
(2) Location Bawal, India
(3) Representative Shirish Prasad (Managing Director)
(4) Business Manufacture and sale of rechargeable battery packages
(5) Capital US$ 44,040,782
(6) Date of establishment February 05, 2019
(7) Equity ratio Amperex Technology Limited: 99.9%
Navitasys Technology Limited: 0.1%
(8) Relationship between NVTI and TDK Capital relationship NVTI is a sub-subsidiary of TDK.
Personnel relationship There is no Personnel relationship.
Business relationship There is no Business relationship.
(9) Business performance and financial status of the subject company over the most recent three years
Accounting period
March 2020 March 2021 March 2022
Net assets 42,156 17,102 22,251
Total assets 165,944 199,926 345,669
Net assets per share
0.137 0.056 0.072
Net sales 335,988 312,370 433,854
Operating profit 4,385 △7,937 9,300
Net income 1,805 △24,356 5,870
Net income per share
0.006 △0.079 0.019
Dividends per share
- - -

3. Outline of the counterparty of the share acquisition

(1) Name Amperex Technology Limited
(2) Location Hong Kong Special Administrative Region of China
(3) Representative Fumio Sashida (Chairman)
(4) Business Development, manufacture and sale of lithium-ion rechargeable batteries
(5) Capital US$277,588,100
(6) Date of establishment June 11, 1999
(7) Net assets US$1,632,872,465 (as of 31 March 2022)
(8) Total assets US$2,839,702,433 (as of 31 March 2022)
(9) Equity ratio TDK:100%
(10) Relationship between TDK and ATL Capital relationship ATL is a subsidiary of TDK.
Personnel relationship Five officers and employees of TDK concurrently serve as directors of ATL.
Business relationship TDK lends funds to ATL.

4. Number of shares to be acquired, acquisition price, and the status of shareholding before and after acquisition

(1) Number of shares held before the transfer None
(Number of voting rights: None)
(Percentage of voting rights: 0%)
(2) Number of shares acquired 307,192,500shares
(Number of voting rights: 307,192,500)
(3) Acquisition price Common shares of NVTI 6,300 million yen
(4) Number of shares held after the transfer 307,192,500shares
(Number of voting rights: 307,192,500)
(Percentage of voting rights: 99.9%)

5. Schedule

(1) Date of resolution of the Board of Directors November 1, 2022
(2) Date of the share transfer agreement November 7, 2022 (planned)
(3) Date of share transfer November 28, 2022 (planned)

6. Outlook

Since the transfer is a transaction between consolidated subsidiaries, it will have a minor effect on the consolidated financial results for the fiscal year ending March 31, 2023.

(Reference) TDK's Consolidated Forecasts for the Fiscal Year Ending March 31, 2023 (announced November 1, 2022) and Results for the Previous Fiscal Year

(Unit: JPY million)

Net sales Operating profit Profit before tax Net profit attributable to owners of parent
Forecasts for the year ending March 2023 2,220,000 200,000 200,000 147,000
Results for the Previous Fiscal Year (Ended March 31, 2022) 1,902,124 166,775 172,490 131,298

Contacts for media

Contact Phone Mail
Mr. Atsuo Omagari TDK Corporation
Tokyo, Japan
+813 6778-1055