News Center | Press Releases

ANNOUNCEMENT OF TRANSFER OF POWER SUPPLY BUSINESS TO DENSEI-LAMBDA K.K. UPON EXPECTED COMPLETION OF TRANSACTIONS TO MAKE IT A WHOLLY-OWNED SUBSIDIARY AND CHANGE OF ITS COMPANY NAME

Information contained in the news releases are current as of the date of the press announcement, but may be subject to change without prior notice.

March 26, 2008

In light of the prospect for the completion of a series of transactions by TDK Corporation (hereinafter the "Company") to acquire all of the issued and outstanding shares in DENSEI-LAMBDA K.K. around the end of this March (except for those held indirectly by the Company), at a meeting of the Board of Directors held today, the Company resolved a policy of transferring the Company's power supply business to DENSEI-LAMBDA K.K., the Company's consolidated subsidiary mainly engaged in the power supply business (hereinafter the "Transfer") with a target date of approximately October 1, 2008. The Company and DENSEI-LAMBDA K.K. will jointly deliberate on the method and other details of the Transfer and proceed with the preparations therefor.
The Company also announces that it has decided to change the company name of DENSEI-LAMBDA K.K. to "TDK-Lambda Corporation" as of the date of completion of the Transfer.
For your information, as of September 30, 2007, Lambda Holdings Inc., a US corporation which is a subsidiary of the Company, and Lambda Far East Ltd., a UK corporation which is a subsidiary of Lambda Holdings Inc., held a total of 12,691,200 shares in DENSEI-LAMBDA K.K., representing 58.15% of the total issued and outstanding shares of its stock. As the Company announced in the press releases entitled "Announcement of Commencement of Tender Offer for DENSEI-LAMBDA K.K." dated September 26, 2007 and "Announcement of Results of Tender Offer for DENSEI-LAMBDA K.K." dated November 9, 2007, the acquisition by the Company of the issued and outstanding shares in DENSEI-LAMBDA K.K. (except for those held indirectly by the Company) by means of tender offer and a series of subsequent procedures to make DENSEI-LAMBDA K.K. a wholly-owned subsidiary of the Company are expected to be completed around the end of this March. Upon completion of these procedures, DENSEI-LAMBDA K.K. will become a wholly-owned subsidiary of the Company, all of whose voting rights will be directly or indirectly held by the Company.

(1) Purpose of Transfer
The purpose of the Transfer is to integrate the technologies and sales capabilities of DENSEI-LAMBDA K.K. as a leading company of switching power supplies in industrial market and the power devices that consist of the Company's materials and material technologies.
On this occasion, the Company has determined that the transfer of its power supply business to and integration thereof into DENSEI-LAMBDA K.K. will serve to establish a system that will allow us to meet, as a specialized company, the various demands of the market that will expand and change in the future and thus contribute to the expansion of our power supply business.
(2) Method of, and Time Schedule for Transfer, Etc.
  • Method of Transfer, Etc.
    The specific scope and particulars of the Company's power supply business that is subject to the Transfer, the method of and concrete procedures for the Transfer, etc. are currently under consideration. The Company will announce those details as soon as they are determined.
     
  • Time Schedule for the Transfer
    The time schedule for the Transfer is currently under consideration. The Company will announce the schedule as soon as it is determined. At present, the following schedule has been proposed:
    July 2008 (proposal) : Resolution of the board of directors of the Company to approve the transactions for the purpose of the Transfer.
    Conclusion of an agreement with DENSEI-LAMBDA K.K. concerning the Transfer.
    October 2008 (proposal) : Completion of the Transfer and change of the company name of DENSEI-LAMBDA K.K.
(3) Outline of the Companies Involved in the Transfer
As of September 30, 2007
(1) Company Name TDK Corporation DENSEI-LAMBDA K.K.
(2) Business Manufacture and sale of electronic parts Design, manufacturing, sales and maintenance-service of switching power supplies and peripherals, uninterruptible power supplies and engine generators
(3) Date of Establishment December 7, 1935 June 6, 1978
(4) Corporate Headquarters Nihonbashi, Chuo-ku, Tokyo Higashi Gotanda, Shinagawa-ku, Tokyo
(5) Name of Representative Takehiro Kamigama,
President and Chief Operating Officer		 Takeo Suzuki,
Representative Director, President
(6) Capital 32,641 million yen 2,952 million yen
(7) Number of Outstanding Shares 129,590,659 shares 21,832,310 shares
(8) Net Assets 743,918 million yen (consolidated) 18,403 million yen (consolidated)
(9) Total Assets 987,700 million yen (consolidated) 43,063 million yen (consolidated)
(10) Fiscal Term March 31 March 31
(11) Large Shareholders and their Holdings Ratio
Japan Trustee Services Bank, Ltd. (trust account) 10.74%
The Master Trust Bank of Japan, Ltd. (trust account) 10.52%
Matsushita Electric Industrial Co., Ltd. 4.82%
Japan Trustee Services Bank, Ltd. (trust account 4) 1.87%
Deutsche Securities Inc. 1.83%
CALYON DMA OTC 1.70%
Nippon Life Insurance Company 1.65%
Lambda Holdings Inc. 48.60%
TDK Corporation 37.05%
Lambda Far East Limited 9.37%
DENSEI-LAMBDA K.K. 1.44%
Nomura Securities Co., Ltd. 0.52%
Mitsubishi UFJ Securities Co., Ltd. 0.29%
Nikko Citigroup Limited 0.27%
(Note) The Large Shareholders and their Holdings Ratio of DENSEI-LAMBDA K.K. in the table above are the large shareholders and their holdings ratios as of February 28, 2008. DENSEI-LAMBDA K.K. has no voting rights associated with a total of 316,172 shares of its treasury stock (representing 1.44% of the total issued shares) held by DENSEI-LAMBDA K.K. as of the same date.
(4) Change of Company Name of DENSEI-LAMBDA K.K.
New Company Name: TDK-Lambda Kabushiki Kaisha
(English Name: TDK-Lambda Corporation)
Proposed Date of Change: October 1, 2008

For further information, contact the Corporate Communications Dept.
Tel.: 81-3-6778-1055
E-mail: TDK.PR@tdk.com