Transfer of Parking Lot Facilities Business Division - Omron

May 22, 2002<br />

For Immediate Release<br />

Company name: OMRON Corporation<br />

Representative Director and<br />

Chief Executive Officer: Yoshio Tateisi<br />

Stock ticker number: 6645<br />

Stock exchanges: Tokyo, Osaka, Nagoya<br />

(First Sections)<br />

Contact: Yukio Uchida, General Manager<br />

Corporate Group General Affairs <strong>Division</strong><br />

(Phone: +81-75-344-7175)<br />

<strong>Transfer</strong> <strong>of</strong> <strong>Parking</strong> Systems <strong>Business</strong> <strong>Division</strong><br />

At the Board <strong>of</strong> Directors meeting held on May 22, 2002, OMRON Corporation voted to transfer<br />

operations related to equipment sales in its parking systems business to Amano Corporation.<br />

OMRON Corporation also voted to form a business tie-up with Amano Corporation for maintenance<br />

operations in the same business.<br />

1. Reason for the <strong>Business</strong> <strong>Transfer</strong><br />

Until now, OMRON Corporation has participated in the parking systems business independently.<br />

With demand in this field shifting to products that <strong>of</strong>fer high added value such as superior<br />

technology or multiple functions, competition in Japan is expected to grow increasingly tight. In this<br />

challenging environment, OMRON Corporation believes that it will be difficult to achieve further<br />

growth in this field by conducting business alone, and therefore made the decision to transfer this<br />

business to Amano Corporation.<br />

OMRON Corporation and Amano Corporation share the view that strengthening competitiveness<br />

by expanding the scale <strong>of</strong> this business to ensure future growth is critical for further increasing the<br />

corporate value <strong>of</strong> both companies. This understanding led to the basic agreement to transfer the<br />

operations <strong>of</strong> OMRON Corporation’s parking systems business to Amano Corporation.<br />

2. Details <strong>of</strong> the <strong>Business</strong> <strong>Transfer</strong><br />

(1) <strong>Business</strong> to be transferred<br />

Sales <strong>of</strong> parking systems<br />

(2) Net sales <strong>of</strong> business to be transferred<br />

2,381 million yen (year ended March 31, 2002)<br />

(3) <strong>Transfer</strong> price and settlement method<br />

The transfer price and settlement method will be decided separately in discussions<br />

between the two companies.<br />

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3. Pr<strong>of</strong>ile <strong>of</strong> <strong>Transfer</strong>ee<br />

(1) Corporate name: Amano Corporation<br />

(2) Main businesses: Manufacturing and sale <strong>of</strong> time information system products<br />

and environmental products<br />

(3) Date <strong>of</strong> establishment: November 22, 1945<br />

(4) Head <strong>of</strong>fice location: 275 Mamedo-cho, Kohoku-ku, Yokohama, Kanagawa-ken<br />

(5) Representative: Yasuyoshi Komoto, President/CEO<br />

(6) Capital: 18,329 million yen (as <strong>of</strong> March 31, 2002)<br />

(7) Number <strong>of</strong> employees: 1,943 (as <strong>of</strong> March 31, 2002)<br />

(8) Major shareholders and percentage <strong>of</strong> shares held (as <strong>of</strong> March 31, 2002):<br />

Name <strong>of</strong> shareholder<br />

Number <strong>of</strong> shares held<br />

(thousands)<br />

Percentage <strong>of</strong><br />

shares held<br />

The Dai-ichi Mutual Life Insurance Company 8,500 9.57%<br />

Japan Trustee Services Bank, Ltd. (trust account) 7,967 8.97<br />

Amano Industrial Technology Research Center 6,071 6.84<br />

Nippon Life Insurance Company 4,779 5.38<br />

The Fuji Bank, Ltd. 4,618 5.20<br />

UFJ Bank Limited 4,338 4.89<br />

The Mitsubishi Trust & Banking Corp. (trust account) 4,271 4.81<br />

(9) Relationships with the company: There are no equity or personnel relationships<br />

4. Schedule<br />

May 22, 2002:<br />

July 2002:<br />

October 2002:<br />

Approval <strong>of</strong> basic agreement at Board <strong>of</strong> Directors meeting<br />

<strong>Business</strong> transfer contract signing (planned)<br />

<strong>Business</strong> transfer date (planned)<br />

5. Financial Outlook<br />

The impact from this business transfer on consolidated and nonconsolidated results for the year<br />

ending March 31, 2003 will be insignificant, and will have no effect on the consolidated and<br />

nonconsolidated results forecasts announced on May 8, 2002.<br />

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