Nakaya Microdevices Corporation (NMD), Amkor Technology, Inc. (Nasdaq:
AMKR) and Toshiba Corporation (TOKYO: 6502) today announced that they
have signed definitive agreements for the formation of a joint venture
to provide semiconductor assembly and final testing services in Japan.
NMD, Amkor and Toshiba entered into discussions regarding a possible
joint venture at the start of this year, and today’s announcement
follows an April 28, 2009 memorandum of understanding between the
parties. The new company is expected to begin operations on October 31.
Under the terms of the definitive agreements, NMD will become a joint
venture, 60% owned by the existing shareholders of NMD, 30% by Amkor and
10% by Toshiba, and it will change its name to J-Devices Corporation
("J-Devices”).
Under the definitive agreements, the following equipment and operations
will be transferred to J-Devices: the back-end process business,
including technology development, at Toshiba LSI Package Solutions
Corporation ("TPACS"), a Japan-based semiconductor packaging company
wholly owned by Toshiba; the system LSI and memory back-end process
equipment at TPACS’ Oita Works and Fukuoka Works; and certain wafer
probing equipment installed at Toshiba's Oita Operations. TPACS’
employees working for the transferred business will engage in the same
business at J-Devices.
Amkor is expected to invest approximately 1.5 billion JPY (approximately
$17 million) in J-Devices and to purchase certain assembly and test
equipment from Toshiba for about 4.0 billion JPY (approximately $45
million) and lease such equipment to J-Devices. Toshiba is expected to
invest approximately 0.5 billion JPY. In addition, Amkor will have the
right to acquire a majority interest in J-Devices in 2012.
J-Devices aims to become a leading provider of semiconductor assembly
and test services in Japan by combining the benefits of NMD’s low-cost
operations, Amkor’s manufacturing expertise and global materials and
component procurement capabilities, and Toshiba’s cutting-edge
technology and know-how.
The closing under the definitive documents is subject to customary
closing conditions, including receipt of debt financing.
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Outline of J-Devices Corporation (expected upon closing)
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Location: 1913-2, Fukura, Usuki City, Oita Prefecture, Japan
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President and CEO: Yoshifumi Nakaya
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Start of Operation: October 31, 2009 (scheduled)
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Ownership: 60% by existing shareholders of NMD, 30% Amkor and 10%
Toshiba
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Stated Capital: 1,770 million yen (pro forma as of October 31, 2009)
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Employees: Approximately 2,000
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Business: Semiconductor assembly and testing services
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About Nakaya
Founded in 1970 in Oita, Japan, Nakaya Microdevices Corporation has
served as an independent provider of semiconductor assembly and test
services for nearly 40 years. More information is available in Japanese
at http://www.nakaya-md.co.jp/
About Amkor
Amkor is a leading provider of semiconductor assembly and test services
to semiconductor companies and electronics OEMs. More information on
Amkor is available from the company’s SEC filings and on Amkor’s
website: www.amkor.com.
About Toshiba
Toshiba is a world leader and innovator in pioneering high technology,
and a diversified manufacturer and marketer of advanced electronic and
electrical products spanning information & communications systems;
digital consumer products; electronic devices and components; power
systems, including nuclear energy; industrial and social infrastructure
systems; and home appliances.
Toshiba was founded in 1875, and today operates a global network of more
than 730 companies, with 199,000 employees worldwide. Visit Toshiba's
web site at www.toshiba.co.jp/index.htm
NMD
Disclaimer:
This press release contains forward-looking statements concerning future
plans, strategies and the performance of Nakaya Microdevices
Corporation. These statements are based on management’s assumptions and
beliefs in light of the economic, financial and other data currently
available. Furthermore, they are subject to a number of risks and
uncertainties. Nakaya therefore wishes to caution readers that actual
results might differ materially from our expectations. Major risk
factors that may have a material influence on results are indicated
below, though this list is not necessarily exhaustive.
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Disputes including lawsuits in Japan and other countries;
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Success or failure of alliances or joint ventures promoted in
collaboration with other companies;
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Success or failure of new businesses or R&D investment;
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Changes in political and economic conditions in Japan and abroad;
unexpected regulatory changes;
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Major disasters, including earthquakes and typhoons;
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Rapid changes in the supply/demand situation in major markets and
intensified price competition;
-
Significant capital expenditure for production facilities and rapid
changes in the market;
-
Changes in financial markets, including fluctuations in interest rates
and exchange rates.
Amkor
Forward-Looking Statement Disclaimer
This press release contains forward-looking statements within the
meaning of U.S. federal securities laws. All statements other than
statements of historical fact are considered forward-looking statements
including, without limitation, statements regarding the establishment,
structure, content and performance of the joint venture. These
forward-looking statements involve a number of risks, uncertainties,
assumptions and other factors that could affect future results and cause
actual results and events to differ materially from historical and
expected results and those expressed or implied in the forward looking
statements, including, but not limited to, the following: the closing of
the joint venture is subject to receipt of debt financing and any
necessary government approvals and the other closing conditions
contained in the definitive agreements; and the performance of the joint
venture will depend on the parties’ ability to successfully integrate
and manage their contributions to the venture. Other important risk
factors that could affect the outcome of the events set forth in these
statements and that could affect the operating results and financial
condition of the joint venture or Amkor are discussed in Amkor’s Annual
Report on Form 10-K for the year ended December 31, 2008 and in Amkor’s
subsequent filings with the Securities and Exchange Commission made
prior to or after the date hereof. Amkor undertakes no obligation to
review or update any forward-looking statements to reflect events or
circumstances occurring after the date of this press release.
Toshiba
Disclaimer:
This press release contains forward-looking statements concerning future
plans, strategies and the performance of Toshiba Group. These statements
are based on management’s assumptions and beliefs in light of the
economic, financial and other data currently available. Furthermore,
they are subject to a number of risks and uncertainties. Toshiba
therefore wishes to caution readers that actual results might differ
materially from our expectations. Major risk factors that may have a
material influence on results are indicated below, though this list is
not necessarily exhaustive.
-
Disputes including lawsuits in Japan and other countries;
-
Success or failure of alliances or joint ventures promoted in
collaboration with other companies;
-
Success or failure of new businesses or R&D investment;
-
Changes in political and economic conditions in Japan and abroad;
unexpected regulatory changes;
-
Major disasters, including earthquakes and typhoons;
-
Rapid changes in the supply/demand situation in major markets and
intensified price competition;
-
Significant capital expenditure for production facilities and rapid
changes in the market;
-
Changes in financial markets, including fluctuations in interest rates
and exchange rates.