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Canon and OcÚ announced today plans to combine both companies' printing operations in Japan.
The move follows the completion on 9 March 2010 of the public offer
by Canon Inc. for OcÚ outstanding common shares, which was launched with
the aim of creating the overall No. 1 presence in the printing industry.
To facilitate the combination in Japan, Canon Marketing Japan Inc., a company in which Canon Inc. holds the majority of the voting rights, and OcÚ N.V. have reached an agreement by which OcÚ N.V. will sell 100% of the share capital in OcÚ-Japan Corporation to Canon Marketing Japan Inc. OcÚ-Japan Corporation accounts for less than 1% of overall OcÚ revenues. The transaction price amounts to JPY 1,100 million (approximately EUR 9.6 million*).
* * Euro amount is provided solely for the convenience of readers and is translated from yen at the rate of JPY 115 = EUR 1, the approximate exchange rate on June 22, 2011.
By combining their Japanese businesses, Canon and OcÚ will be better placed to generate sales, particularly in the wide-format and production-printing segments. The combined sales organizations will make both companies' products and services available to a broader customer base, serving to reinforce the Canon-OcÚ market position in Japan. Moreover, employees will have greater opportunities as a result of the strengthened combined business.
Since this combination comprises a related party transaction, it is being executed at arm's length. The transaction is fully in line with Canon's stated intention to adhere to prevailing Dutch corporate governance standards. The transaction has been approved by the OcÚ Board of Executive Directors and the independent members of the OcÚ Supervisory Board. This decision took the interests of all stakeholders into account.
In this context, ING Corporate Finance has rendered a fairness opinion confirming that, from a financial perspective, the price is fair to OcÚ and its shareholders.
About Canon Marketing Japan Inc.
Canon Marketing Japan Inc. is the global Canon Group's independent marketing arm for the Japanese market with approximately 19,000 employees. Total revenues in the fiscal year of 2010 amounted to JPY 674 billion. Along with 23 consolidated subsidiaries (as of April 1, 2011), Canon Marketing Japan connects Canon Inc., the headquarters of the Canon Group, with Japanese customers while also providing support for product development by feeding back information about customers' diverse and sophisticated needs. Comprising four business segments - Business Solutions, IT Solutions, Consumer Imaging and Industrial Equipment - Canon Marketing Japan serves corporations and general consumers, providing office equipment, IT solutions, digital cameras and home-use printers, as well as industrial, medical and broadcasting equipment.
OcÚ is one of the leading providers of document management and printing for professionals. The OcÚ offering includes office printing and copying systems, high speed digital production printers and wide format printing systems for both technical documentation and color display graphics. OcÚ is also a foremost supplier of document management outsourcing. Many of the Fortune Global 500 companies and leading commercial printers are OcÚ customers. The company was founded in 1877. With headquarters in Venlo, The Netherlands, OcÚ is active in over 100 countries and employs more than 20,000 people worldwide. Total revenues in financial 2010 amounted to approximately €2.7 billion. OcÚ is listed on Euronext in Amsterdam. OcÚ is a Canon Group company. Canon Inc. owns approximately 90% of OcÚ. For more information visit www.oce.com.
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