Strengthening Strategic Business Relations between Olympus Optical Co., Ltd. and ITX Corporation (Supplementary Explanation)
Jan. 20, 2003
TOKYO(January 20, 2003)--Nissho Iwai Corporation, headquartered in Chuo-ku, Osaka (hereafter called Nissho Iwai, President: Hidetosi Nishimura) and Olympus Optical Co., Ltd., headquartered in Shinjuku-ku, Tokyo (hereafter called Olympus, President: Tsuyoshi Kikukawa) announced that they have reached an agreement to transfer to Olympus part (100,200) of the shares of ITX Corporation, headquartered in Chiyoda-ku, Tokyo (hereinafter referred to as "ITX", President: Akinobu Yokoo) held by Nissho Iwai.
Purpose of transferring ITX shares
ITX has been creating and developing businesses in five different areas: 1) mobile communications, 2) networking, 3) satellite, broadcasting and content distribution, 4) electronics, and 5) life science, focusing on an incubation business model that generates profits from these businesses.
Since the founding of ITX, Nissho Iwai has been continuously increasing the value of the businesses of ITX, and has actively carried out capital and business tie-ups with its strategic partners, which made it possible to have ITX's shares listed on the stock market in December 2001.
Olympus has been one of the major shareholders of ITX since ITX was founded, working as its strategic partner in newly developing joint projects. Olympus has unique technologies, and brand and sales power, which are different from those of Nissho Iwai. Through the further strengthening of the relationship between ITX and Olympus, the many advantages of Olympus together with the capability of ITX to create and develop new businesses will produce a synergy effect, resulting in the creation and development of a great deal of new businesses.
After this transfer of shares, Nissho Iwai will remain a major and strategic shareholder of ITX, and will continue alongside Olympus to contribute to ITX's growth. ITX, moreover, bears, so to speak, the "DNA" of Nissho Iwai, and plans continued extensive business development through close co-ordination with Nissho Iwai and its group companies.
This strengthening of strategic relations between ITX and Olympus will greatly contribute to an increase in ITX's company value as well as to the restructuring of Nissho Iwai Group's IT related business, which aims to maximise the value of its IT activities.
Composition of ITX shareholders
Before this stock transfer, Nissho Iwai's shareholding in ITX was 42.75%, the largest shareholder of ITX, and Olympus, 1.90%. Transferring 100,200 shares of ITX to Olympus will decrease the number of shares held by Nissho Iwai to 109,364 shares (22.31%), and will increase the number of shares held by Olympus to 109,524 shares (22.34%). This will make Olympus the largest shareholder of ITX.
Simultaneously, the Olympus group will purchase yen-denominated convertible bonds with stock acquisition rights issued by ITX. If this right is exercised, Olympus Group's shareholding in ITX will be about 36%, and Nissho Iwai Group's, about 21%. In any case, the status of ITX will be changed from a consolidated subsidiary of Nissho Iwai to its equity method investee.