Welcome!

Microsoft Cloud Authors: John Basso, Pat Romanski, Liz McMillan, Glenn Rossman, Elizabeth White

News Feed Item

Notice Regarding Transfer of Shares Accompanying Transfer of Subsidiary

Renesas Electronics Corporation (TSE: 6723, “Renesas Electronics”), a premier provider of advanced semiconductor solutions, today announced its decision to transfer all of Renesas Electronics’ shares in Renesas SP Drivers Inc. (“Renesas SP Drivers”), a consolidated subsidiary of Renesas Electronics (the “Share Transfer”)., to Synaptics Holding GMBH (“Synaptics Holding”), a wholly-owned subsidiary of Synaptics Inc. (NASDAQ: SYNA, “Synaptics”). In accordance with the Share Transfer, Renesas SP Drivers Taiwan Inc., (“Renesas SP Drivers Taiwan”), a subsidiary of Renesas SP Drivers will no longer be a subsidiary of Renesas Electronics.

1. Background of the Share Transfer

As outlined in the Renesas Electronics’ press release, “Renesas Electronics Shows Direction of Renesas Group,” issued on August 2, 2013, Renesas Electronics identified fields and regions where growth is expected in the medium to long term and areas where it can outpace the competition, and will focus on three fields where it has strengths and can compete effectively: automotive (automotive control and automotive information), industrial/networking (industrial/home appliance, OA and ICT), and general-purpose products. In parallel, Renesas Electronics have been carrying out structural reforms aimed at creating an organization that is consistently profitable, even when exposed to risks (natural disasters, market stagnation, etc.).

Renesas SP Drivers was established in 2008 as a joint venture of display driver IC business, which does not fall under Renesas Electronics’ three focus fields. While its operation is focused on design and development, Renesas SP Drivers also offers manufacturing service by outsourcing its production to foundries. The Company has continued to perform well in recent years, buoyed by vigorous demand for smartphones and tablet devices.

Under such circumstances, based on its structural reform policies, Renesas Electronics has been looking into the possibility of transferring ownership to another company which focuses on display driver IC business and also is expected to proactively invest its management resources into this business.

Having been approached by Synaptics with an offer to purchase all of Renesas Electronics’ shares in Renesas SP Drivers, Renesas Electronics evaluated the offer and the decision was reached that the transfer of the shares to Synaptics Holding, which is looking to strengthen its mobile handset business by integrating Renesas SP Drivers’ display driver IC technologies for small- to medium-sized LCD panels, will be beneficial to all stakeholders.

Renesas Electronics anticipates the Share Transfer will enable Renesas Electronics to accelerate its concentration on its core businesses while enabling Synaptics to accelerate its leadership in mobile handset business. The deal will increase the corporate value of both companies.

2. Outline of the subsidiary subject to the Share Transfer

2-1. Overview of the subsidiary (Renesas SP Drivers) subject to the Share Transfer

(1) Company name   Renesas SP Drivers, Inc.
(2) Registered Head Office   5-20-1, Josuihon-Cho, Kodaira-Shi, Tokyo, Japan
(3) Representative   Ikuo Kudo, Representative Director
(4) Major Operations   Design, development, sale, and marketing of LCD drivers and controllers for small- and medium-sized LCD panels
(5) Capital   5 billion yen
(6) Established   March 11, 2008
(7) Major Stockholders and Ownership Ratios   Renesas Electronics Corporation: 55%

Sharp Corporation: 25%

Global Powertec Co., Ltd.: 16%

Powerchip Technology Corporation: 4%

(8) Present Relationship between Corporate Parties   Capital Ties Renesas Electronics owns 55% of shares in Renesas SP Drivers
Personal Ties Four of Renesas Electronics employees

concurrently serve as director or auditor of

Renesas SP Drivers

 

Business
Relationship

Renesas Electronics provides manufacturing, purchasing and other services to Renesas SP Drivers
(9) The Financial Results and Financial Position of the Subsidiary for the Past Three Years
Accounting Period  

Fiscal year ended
March 2011

 

Fiscal year ended
March 2012

 

Fiscal year ended
March 2013

Net Asset   4,276 million yen   6,200 million yen   11,974 million yen
Total Asset   8,608 million yen   10,215 million yen   19,540 million yen
Net Asset Per Share   42,759.45 yen   62,002.53 yen   119,744.53 yen
Net Sales   24,959 million yen   24,362 million yen   41,709 million yen
Operating Income (Loss)   3,338 million yen   2,645 million yen   8,946 million yen
Net Income (Loss)   3,240 million yen   1,924 million yen   5,774 million yen
Net Income (Loss) Per Share   32,403.96 yen   19,243.08 yen   57,742.01 yen
Dividends Per Share   -   -   -

(Note) No consolidated financial statements are available.

2-2. Overview of the sub-subsidiary (Renesas SP Drivers Taiwan) subject to the Share Transfer

(1) Company Name   Renesas SP Drivers Taiwan Inc.
(2) Registered Head Office   No.12, Li-Hsin Rd. 1, Hsinchu Science Park, Hsinchu, Taiwan
(3) Representative   Joe Wu, Chairman
(4) Major Operations   Design and sale of electronic devices
(5) Capital   50 million NT$
(6) Established   April 1, 2008
(7) Major Stockholders and Ownership Ratios   Renesas SP Drivers, Inc.: 51%

Quantum Vision Corporation 49%

(8) Present Relationship between Corporate Parties   Capital Ties

Renesas SP Drivers owns 51% of shares in Renesas SP Drivers Taiwan and Renesas Electronics owns 55% of shares in Renesas SP Drivers

Personal Ties

Two of Renesas Electronics employees concurrently serve as director or auditor of Renesas SP Drivers Taiwan

 

Business
Relationship

Renesas Electronics supplies small- to medium-sized LCD drivers/controllers to Renesas SP Drivers Taiwan

(9) The Financial Results and Financial Position of the Subsidiary for the Past Three Years
Accounting Period  

Fiscal year ended
March 2011

 

Fiscal year ended
March 2012

 

Fiscal year ended
March 2013

Net Asset   281 million yen   508 million yen   783 million yen
Total Asset   1,719 million yen   2,357 million yen   2,111 million yen
Net Asset Per Share   56.2 yen   101.6 yen   156.6 yen
Net Sales   4,088 million yen   6,648 million yen   7,674 million yen
Operating Income (Loss)   133 million yen   258 million yen   240 million yen
Net Income (Loss)   136 million yen   219 million yen   188 million yen
Net Income (Loss) Per Share   27.2 yen   43.8 yen   37.6 yen
Dividends Per Share   -   -   -

(Note) The figures shown above have not been subject to the audits by an auditing firm.

3. Overview of the Transferee

3-1. Overview of Synaptics Holding

(1) Company Name   Synaptics Holding GMBH
(2) Registered Head Office   Zug / Switzerland
(3) Representative   Studer, Peter Georg (President of the Management)
(4) Major Operations   The purpose of the Company is the acquisition and permanent administration of participations and holdings in other companies.
(5) Capital   CHF 420,000 (Swiss francs, approximately 48 million yen)
(6) Consolidated Net Asset   CHF 1,205,859 (Swiss francs, approximately 137 million yen)
(7) Consolidated Total Asset   CHF 1,225,929 (Swiss francs, approximately 139 million yen)
(8) Established   June 2004
(9) Present Relationship between Corporate Parties   Capital Ties There is no capital relationship between Renesas Electronics and Synaptics required to be referred to herein. There is no capital relationship between affiliates of Renesas Electronics and affiliates of Synaptics required to be referred to herein.
Personal Ties There is no personnel relationship between Renesas Electronics and Synaptics required to be referred to herein. There is no personnel relationship between affiliates of Renesas Electronics and affiliates of Synaptics required to be referred to herein.
Business Relationship There is no business relationship between Renesas Electronics and Synaptics required to be referred to herein. There is no business relationship between affiliates of Renesas Electronics and affiliates of Synaptics required to be referred to herein.
  Status of Related Parties Renesas Electronics is not deemed to be a related party of Synaptics. Affiliates of Renesas Electronics are not deemed to be a related party of affiliates of Synaptics.

(Note) The figures in yen listed in (5)-(7) are calculated based on the conversion rate of 1Swiss franc=113.79 yen.

3-2. Overview of the parent company of the transferee

(1) Company Name   Synaptics Incorporated
(2) Registered Head Office   1251 Mckay Drive, San Jose, California, 95131, United States
(3) Representative   Rick Bergman, President, CEO & Director
(4) Major Operations   Worldwide developer and supplier of touch-based semiconductor solutions and fingerprint authentication for mobile devices and personal computers
(5) Capital   55,000 US$ (approximately 5.7 million yen)

The Company has a capital surplus of 703,107,000 US$ (approximately 72,364 million yen)

(6) Consolidated Net Asset   628,597,000 US$ (approximately 64,695 million yen)
(7) Consolidated Total Asset   894,806,000 US$ (approximately 92,093 million yen)
(8) Established   March 1986
(9) Present Relationship between Corporate Parties   Capital Ties There is no capital relationship between Renesas Electronics and Synaptics required to be referred to herein. There is no capital relationship between affiliates of Renesas Electronics and affiliates of Synaptics required to be referred to herein.
Personal Ties There is no personnel relationship between Renesas Electronics and Synaptics required to be referred to herein. There is no personnel relationship between affiliates of Renesas Electronics and affiliates of Synaptics required to be referred to herein.
Business Relationship There is no business relationship between Renesas Electronics and Synaptics required to be referred to herein. There is no business relationship between affiliates of Renesas Electronics and affiliates of Synaptics required to be referred to herein.
  Status of Related Parties Renesas Electronics is not deemed to be a related party of Synaptics. Affiliates of Renesas Electronics are not deemed to be a related party of affiliates of Synaptics.

(Note) The figures listed in (5)-(7) are calculated based on the conversion rate of 1Swiss franc=102.92 yen.

4. Number of Shares to be Transferred and Status of Shares after the Transfer

(1) Number of Shares before the Transfer   55,000 shares (Ownership ratio: 55%)
(2) Number of Shares to be Transferred   55,000 shares (Ownership ratio: 55%)
(3) Number of Shares after the Transfer   0 share (Ownership ratio: 0%)

(Note) The transfer price is currently being evaluated and will be disclosed once such amount is confirmed, which is scheduled to be at the completion of the share transfer.

5. Timeline of the Share Transfer

(1) Approval of the Board of Directors and signing of the definitive agreement

  June 10, 2014
(2) Conclusion of share transfer agreement   June 11, 2014
(3) Effective date of the share transfer   Third quarter of the fiscal year ending March 2015 (planned)

6. Financial Outlook

In accordance with the Share Transfer, Renesas Electronics expects to record special income in the third quarter ending December 31, 2014. The Group will disclose the amount once confirmed information is available. Renesas Electronics is currently assessing the impact of the Share Transfer on Renesas Electronics’ consolidated financial results for the three months ending June 30, 2014. The Group intends to disclose the impact on its consolidated earnings from the Share Transfer when confirmed information is available.

Forward-Looking Statements

The statements in this press release with respect to the plans, strategies and financial outlook of Renesas Electronics and its consolidated subsidiaries (collectively “we”) are forward-looking statements involving risks and uncertainties. We caution you in advance that actual results may differ materially from such forward-looking statements due to several important factors including, but not limited to, general economic conditions in our markets, which are primarily Japan, North America, Asia, and Europe; demand for, and competitive pricing pressure on, products and services in the marketplace; ability to continue to win acceptance of products and services in these highly competitive markets; and fluctuations in currency exchange rates, particularly between the yen and the U.S. dollar. Among other factors, downturn of the world economy; deteriorating financial conditions in world markets, or deterioration in domestic and overseas stock markets, may cause actual results to differ from the projected results forecast.

About Renesas Electronics Corporation

Renesas Electronics Corporation (TSE: 6723), the world’s number one supplier of microcontrollers, is a premier supplier of advanced semiconductor solutions including microcontrollers, SoC solutions and a broad-range of analog and power devices. Business operations began as Renesas Electronics in April 2010 through the integration of NEC Electronics Corporation (TSE:6723) and Renesas Technology Corp., with operations spanning research, development, design and manufacturing for a wide range of applications. Headquartered in Japan, Renesas Electronics has subsidiaries in 20 countries worldwide. More information can be found at www.renesas.com.

More Stories By Business Wire

Copyright © 2009 Business Wire. All rights reserved. Republication or redistribution of Business Wire content is expressly prohibited without the prior written consent of Business Wire. Business Wire shall not be liable for any errors or delays in the content, or for any actions taken in reliance thereon.

@ThingsExpo Stories
Machine Learning helps make complex systems more efficient. By applying advanced Machine Learning techniques such as Cognitive Fingerprinting, wind project operators can utilize these tools to learn from collected data, detect regular patterns, and optimize their own operations. In his session at 18th Cloud Expo, Stuart Gillen, Director of Business Development at SparkCognition, discussed how research has demonstrated the value of Machine Learning in delivering next generation analytics to imp...
The Internet of Things will challenge the status quo of how IT and development organizations operate. Or will it? Certainly the fog layer of IoT requires special insights about data ontology, security and transactional integrity. But the developmental challenges are the same: People, Process and Platform. In his session at @ThingsExpo, Craig Sproule, CEO of Metavine, demonstrated how to move beyond today's coding paradigm and shared the must-have mindsets for removing complexity from the develo...
The IETF draft standard for M2M certificates is a security solution specifically designed for the demanding needs of IoT/M2M applications. In his session at @ThingsExpo, Brian Romansky, VP of Strategic Technology at TrustPoint Innovation, explained how M2M certificates can efficiently enable confidentiality, integrity, and authenticity on highly constrained devices.
In today's uber-connected, consumer-centric, cloud-enabled, insights-driven, multi-device, global world, the focus of solutions has shifted from the product that is sold to the person who is buying the product or service. Enterprises have rebranded their business around the consumers of their products. The buyer is the person and the focus is not on the offering. The person is connected through multiple devices, wearables, at home, on the road, and in multiple locations, sometimes simultaneously...
Basho Technologies has announced the latest release of Basho Riak TS, version 1.3. Riak TS is an enterprise-grade NoSQL database optimized for Internet of Things (IoT). The open source version enables developers to download the software for free and use it in production as well as make contributions to the code and develop applications around Riak TS. Enhancements to Riak TS make it quick, easy and cost-effective to spin up an instance to test new ideas and build IoT applications. In addition to...
Identity is in everything and customers are looking to their providers to ensure the security of their identities, transactions and data. With the increased reliance on cloud-based services, service providers must build security and trust into their offerings, adding value to customers and improving the user experience. Making identity, security and privacy easy for customers provides a unique advantage over the competition.
CenturyLink has announced that application server solutions from GENBAND are now available as part of CenturyLink’s Networx contracts. The General Services Administration (GSA)’s Networx program includes the largest telecommunications contract vehicles ever awarded by the federal government. CenturyLink recently secured an extension through spring 2020 of its offerings available to federal government agencies via GSA’s Networx Universal and Enterprise contracts. GENBAND’s EXPERiUS™ Application...
"We've discovered that after shows 80% if leads that people get, 80% of the conversations end up on the show floor, meaning people forget about it, people forget who they talk to, people forget that there are actual business opportunities to be had here so we try to help out and keep the conversations going," explained Jeff Mesnik, Founder and President of ContentMX, in this SYS-CON.tv interview at 18th Cloud Expo, held June 7-9, 2016, at the Javits Center in New York City, NY.
I wanted to gather all of my Internet of Things (IOT) blogs into a single blog (that I could later use with my University of San Francisco (USF) Big Data “MBA” course). However as I started to pull these blogs together, I realized that my IOT discussion lacked a vision; it lacked an end point towards which an organization could drive their IOT envisioning, proof of value, app dev, data engineering and data science efforts. And I think that the IOT end point is really quite simple…
Internet of @ThingsExpo, taking place November 1-3, 2016, at the Santa Clara Convention Center in Santa Clara, CA, is co-located with the 19th International Cloud Expo and will feature technical sessions from a rock star conference faculty and the leading industry players in the world and ThingsExpo Silicon Valley Call for Papers is now open.
You think you know what’s in your data. But do you? Most organizations are now aware of the business intelligence represented by their data. Data science stands to take this to a level you never thought of – literally. The techniques of data science, when used with the capabilities of Big Data technologies, can make connections you had not yet imagined, helping you discover new insights and ask new questions of your data. In his session at @ThingsExpo, Sarbjit Sarkaria, data science team lead ...
WebRTC is bringing significant change to the communications landscape that will bridge the worlds of web and telephony, making the Internet the new standard for communications. Cloud9 took the road less traveled and used WebRTC to create a downloadable enterprise-grade communications platform that is changing the communication dynamic in the financial sector. In his session at @ThingsExpo, Leo Papadopoulos, CTO of Cloud9, discussed the importance of WebRTC and how it enables companies to focus...
"My role is working with customers, helping them go through this digital transformation. I spend a lot of time talking to banks, big industries, manufacturers working through how they are integrating and transforming their IT platforms and moving them forward," explained William Morrish, General Manager Product Sales at Interoute, in this SYS-CON.tv interview at 18th Cloud Expo, held June 7-9, 2016, at the Javits Center in New York City, NY.
SYS-CON Events announced today that 910Telecom will exhibit at the 19th International Cloud Expo, which will take place on November 1–3, 2016, at the Santa Clara Convention Center in Santa Clara, CA. Housed in the classic Denver Gas & Electric Building, 910 15th St., 910Telecom is a carrier-neutral telecom hotel located in the heart of Denver. Adjacent to CenturyLink, AT&T, and Denver Main, 910Telecom offers connectivity to all major carriers, Internet service providers, Internet backbones and ...
SYS-CON Events announced today that LeaseWeb USA, a cloud Infrastructure-as-a-Service (IaaS) provider, will exhibit at the 19th International Cloud Expo, which will take place on November 1–3, 2016, at the Santa Clara Convention Center in Santa Clara, CA. LeaseWeb is one of the world's largest hosting brands. The company helps customers define, develop and deploy IT infrastructure tailored to their exact business needs, by combining various kinds cloud solutions.
For basic one-to-one voice or video calling solutions, WebRTC has proven to be a very powerful technology. Although WebRTC’s core functionality is to provide secure, real-time p2p media streaming, leveraging native platform features and server-side components brings up new communication capabilities for web and native mobile applications, allowing for advanced multi-user use cases such as video broadcasting, conferencing, and media recording.
SYS-CON Events announced today that Venafi, the Immune System for the Internet™ and the leading provider of Next Generation Trust Protection, will exhibit at @DevOpsSummit at 19th International Cloud Expo, which will take place on November 1–3, 2016, at the Santa Clara Convention Center in Santa Clara, CA. Venafi is the Immune System for the Internet™ that protects the foundation of all cybersecurity – cryptographic keys and digital certificates – so they can’t be misused by bad guys in attacks...
ReadyTalk has expanded the capabilities of the FoxDen collaboration platform announced late last year to include FoxDen Connect, an in-room video collaboration experience that launches with a single touch. With FoxDen Connect, users can now not only engage in HD video conferencing between iOS and Android mobile devices or Chrome browsers, but also set up in-person meeting rooms for video interactions. A host’s mobile device automatically recognizes the presence of a meeting room via beacon tech...
The cloud market growth today is largely in public clouds. While there is a lot of spend in IT departments in virtualization, these aren’t yet translating into a true “cloud” experience within the enterprise. What is stopping the growth of the “private cloud” market? In his general session at 18th Cloud Expo, Nara Rajagopalan, CEO of Accelerite, explored the challenges in deploying, managing, and getting adoption for a private cloud within an enterprise. What are the key differences between wh...
It’s 2016: buildings are smart, connected and the IoT is fundamentally altering how control and operating systems work and speak to each other. Platforms across the enterprise are networked via inexpensive sensors to collect massive amounts of data for analytics, information management, and insights that can be used to continuously improve operations. In his session at @ThingsExpo, Brian Chemel, Co-Founder and CTO of Digital Lumens, will explore: The benefits sensor-networked systems bring to ...