Click here to close now.




















Welcome!

Microsoft Cloud Authors: Liz McMillan, Greg O'Connor, Aleksei Gavrilenko, Elizabeth White, Pat Romanski

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
The Internet of Everything (IoE) brings together people, process, data and things to make networked connections more relevant and valuable than ever before – transforming information into knowledge and knowledge into wisdom. IoE creates new capabilities, richer experiences, and unprecedented opportunities to improve business and government operations, decision making and mission support capabilities.
The Internet of Things is not only adding billions of sensors and billions of terabytes to the Internet. It is also forcing a fundamental change in the way we envision Information Technology. For the first time, more data is being created by devices at the edge of the Internet rather than from centralized systems. What does this mean for today's IT professional? In this Power Panel at @ThingsExpo, moderated by Conference Chair Roger Strukhoff, panelists addressed this very serious issue of profound change in the industry.
Discussions about cloud computing are evolving into discussions about enterprise IT in general. As enterprises increasingly migrate toward their own unique clouds, new issues such as the use of containers and microservices emerge to keep things interesting. In this Power Panel at 16th Cloud Expo, moderated by Conference Chair Roger Strukhoff, panelists addressed the state of cloud computing today, and what enterprise IT professionals need to know about how the latest topics and trends affect their organization.
SYS-CON Events announced today that HPM Networks will exhibit at the 17th International Cloud Expo®, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. For 20 years, HPM Networks has been integrating technology solutions that solve complex business challenges. HPM Networks has designed solutions for both SMB and enterprise customers throughout the San Francisco Bay Area.
For IoT to grow as quickly as analyst firms’ project, a lot is going to fall on developers to quickly bring applications to market. But the lack of a standard development platform threatens to slow growth and make application development more time consuming and costly, much like we’ve seen in the mobile space. In his session at @ThingsExpo, Mike Weiner, Product Manager of the Omega DevCloud with KORE Telematics Inc., discussed the evolving requirements for developers as IoT matures and conducted a live demonstration of how quickly application development can happen when the need to comply wit...
Explosive growth in connected devices. Enormous amounts of data for collection and analysis. Critical use of data for split-second decision making and actionable information. All three are factors in making the Internet of Things a reality. Yet, any one factor would have an IT organization pondering its infrastructure strategy. How should your organization enhance its IT framework to enable an Internet of Things implementation? In his session at @ThingsExpo, James Kirkland, Red Hat's Chief Architect for the Internet of Things and Intelligent Systems, described how to revolutionize your archit...
It is one thing to build single industrial IoT applications, but what will it take to build the Smart Cities and truly society-changing applications of the future? The technology won’t be the problem, it will be the number of parties that need to work together and be aligned in their motivation to succeed. In his session at @ThingsExpo, Jason Mondanaro, Director, Product Management at Metanga, discussed how you can plan to cooperate, partner, and form lasting all-star teams to change the world and it starts with business models and monetization strategies.
Converging digital disruptions is creating a major sea change - Cisco calls this the Internet of Everything (IoE). IoE is the network connection of People, Process, Data and Things, fueled by Cloud, Mobile, Social, Analytics and Security, and it represents a $19Trillion value-at-stake over the next 10 years. In her keynote at @ThingsExpo, Manjula Talreja, VP of Cisco Consulting Services, discussed IoE and the enormous opportunities it provides to public and private firms alike. She will share what businesses must do to thrive in the IoE economy, citing examples from several industry sectors.
Growth hacking is common for startups to make unheard-of progress in building their business. Career Hacks can help Geek Girls and those who support them (yes, that's you too, Dad!) to excel in this typically male-dominated world. Get ready to learn the facts: Is there a bias against women in the tech / developer communities? Why are women 50% of the workforce, but hold only 24% of the STEM or IT positions? Some beginnings of what to do about it! In her Opening Keynote at 16th Cloud Expo, Sandy Carter, IBM General Manager Cloud Ecosystem and Developers, and a Social Business Evangelist, d...
There will be 150 billion connected devices by 2020. New digital businesses have already disrupted value chains across every industry. APIs are at the center of the digital business. You need to understand what assets you have that can be exposed digitally, what their digital value chain is, and how to create an effective business model around that value chain to compete in this economy. No enterprise can be complacent and not engage in the digital economy. Learn how to be the disruptor and not the disruptee.
Akana has released Envision, an enhanced API analytics platform that helps enterprises mine critical insights across their digital eco-systems, understand their customers and partners and offer value-added personalized services. “In today’s digital economy, data-driven insights are proving to be a key differentiator for businesses. Understanding the data that is being tunneled through their APIs and how it can be used to optimize their business and operations is of paramount importance,” said Alistair Farquharson, CTO of Akana.
Business as usual for IT is evolving into a "Make or Buy" decision on a service-by-service conversation with input from the LOBs. How does your organization move forward with cloud? In his general session at 16th Cloud Expo, Paul Maravei, Regional Sales Manager, Hybrid Cloud and Managed Services at Cisco, discusses how Cisco and its partners offer a market-leading portfolio and ecosystem of cloud infrastructure and application services that allow you to uniquely and securely combine cloud business applications and services across multiple cloud delivery models.
The enterprise market will drive IoT device adoption over the next five years. In his session at @ThingsExpo, John Greenough, an analyst at BI Intelligence, division of Business Insider, analyzed how companies will adopt IoT products and the associated cost of adopting those products. John Greenough is the lead analyst covering the Internet of Things for BI Intelligence- Business Insider’s paid research service. Numerous IoT companies have cited his analysis of the IoT. Prior to joining BI Intelligence, he worked analyzing bank technology for Corporate Insight and The Clearing House Payment...
In his keynote at 16th Cloud Expo, Rodney Rogers, CEO of Virtustream, discussed the evolution of the company from inception to its recent acquisition by EMC – including personal insights, lessons learned (and some WTF moments) along the way. Learn how Virtustream’s unique approach of combining the economics and elasticity of the consumer cloud model with proper performance, application automation and security into a platform became a breakout success with enterprise customers and a natural fit for the EMC Federation.
"Optimal Design is a technology integration and product development firm that specializes in connecting devices to the cloud," stated Joe Wascow, Co-Founder & CMO of Optimal Design, in this SYS-CON.tv interview at @ThingsExpo, held June 9-11, 2015, at the Javits Center in New York City.
SYS-CON Events announced today that CommVault has been named “Bronze Sponsor” of SYS-CON's 17th International Cloud Expo®, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. A singular vision – a belief in a better way to address current and future data management needs – guides CommVault in the development of Singular Information Management® solutions for high-performance data protection, universal availability and simplified management of data on complex storage networks. CommVault's exclusive single-platform architecture gives companies unp...
Electric Cloud and Arynga have announced a product integration partnership that will bring Continuous Delivery solutions to the automotive Internet-of-Things (IoT) market. The joint solution will help automotive manufacturers, OEMs and system integrators adopt DevOps automation and Continuous Delivery practices that reduce software build and release cycle times within the complex and specific parameters of embedded and IoT software systems.
"ciqada is a combined platform of hardware modules and server products that lets people take their existing devices or new devices and lets them be accessible over the Internet for their users," noted Geoff Engelstein of ciqada, a division of Mars International, in this SYS-CON.tv interview at @ThingsExpo, held June 9-11, 2015, at the Javits Center in New York City.
Internet of Things is moving from being a hype to a reality. Experts estimate that internet connected cars will grow to 152 million, while over 100 million internet connected wireless light bulbs and lamps will be operational by 2020. These and many other intriguing statistics highlight the importance of Internet powered devices and how market penetration is going to multiply many times over in the next few years.
SYS-CON Events announced today that Dyn, the worldwide leader in Internet Performance, will exhibit at SYS-CON's 17th International Cloud Expo®, which will take place on November 3-5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. Dyn is a cloud-based Internet Performance company. Dyn helps companies monitor, control, and optimize online infrastructure for an exceptional end-user experience. Through a world-class network and unrivaled, objective intelligence into Internet conditions, Dyn ensures traffic gets delivered faster, safer, and more reliably than ever.