KYOTO, Japan, Aug. 21, 2017 (GLOBE NEWSWIRE) -- Nidec Corporation (TSE:6594) (OTC US:NJDCY) (the “Company” or “Nidec”) today announced that the Company has agreed to acquire 100% equity shares of SV Probe Pte. Ltd. (“SV Probe”), a probe card manufacturer from Singapore-based Ellipsiz Ltd. (the “Transaction”) through the Company’s subsidiary, Nidec-Read Corporation. For this purpose, Nidec-Read entered into a stock purchase agreement on August 21, 2017 (Singapore time).
1. Purpose and Background of the Transaction
Nidec-Read’s main business is the development, manufacturing and sales of inspection equipment for semiconductor package substrates and printed circuit boards, as well as inspection fixture. In recent years, it has expanded its product portfolio into small capacitance measurement equipment for touch screen panels and optical inspection equipment for semiconductor wafers. Embedded electronic active/passive components in smartphones and IoT devices are required to be increasingly small and power efficient. Also, new semiconductor packaging technologies that created embedded electronic component substrates and Fan Out Wafers Level Packages (FOWLP)¹ are diversifying and tightening inspection requirements. Nidec-Read has sought for a new inspection method that responds to the foregoing development in semiconductor packaging and that ensures its mid- to long- term growth target. The acquisition of SV Probe is Nidec-Read’s important step in that direction.
SV Probe was established in the United States in 1994 as a manufacturer of probe cards for semiconductor wafer inspection, with footholds in Japan, Singapore, Taiwan, China and Vietnam.
Through the Transaction, Nidec-Read expects to gain competitiveness in the inspection market by applying its MEMS spring probe² technology to the vertical probe cards³ manufactured by SV Probe. In addition, by mutually sharing its cutting-edge processing and assembly technology with SV Probe, Nidec-Read will be able to reduce manufacturing costs and improve investment efficiency. Nidec-Read also expects to sell its inspection equipment through SV Probe’s sales channel to the leading semiconductor manufactures.
¹A package formed by expanding redistribution layer, which is connecting a semiconductor chip and a printed board, to the outside of a semiconductor chip by using a semiconductor process.
²Contact needle for energization testing with small diameter spring shape manufactured by Nidec-Read’s unique micro 3D pattern creation technology (photolithography).
³A fixture for inspecting the electrical characteristics of a semiconductor chip which has contact needles arranged vertically standing to the semiconductor chip.
2. Information on SV Probe
| (1 | ) | Company Name: | SV Probe Pte. Ltd. |
| (2 | ) | Headquarters: | Serangoon, Singapore |
| (3 | ) | Foundation: | 1994 (became a wholly owned subsidiary of Ellipsiz in 2006) |
| (4 | ) | Principal Business: | Manufacturing and sales of probe cards |
| (5 | ) | Employees: | 978 (as of February 2017, consolidated basis) |
| (6 | ) | Locations: | Singapore, Taiwan, China, Japan, Vietnam, USA |
| (7 | ) | Financials: | Revenue: SGD 76.6 million EBIT: SGD 9.1 million EBIT ratio: 11.9% (fiscal year ended June 30 2016, consolidated basis) |
3. Information on Transaction
| (1) Purchase price and considerations |
| The purchase price is USD 65 million (on a cash and debt-free enterprise value basis) and the consideration will be all cash. |
| (2) Payment and Funding |
| Cash on hand |
| (3) Transaction Structure |
| Nidec-Read will be the entity that acquires the 100% equity shares of SV Probe from Ellipsiz Ltd. |
| (4) Schedule |
| Closing of the Transaction: To be completed at the end of October 2017 |
4. Effect on Financial Performance for the Current Fiscal Year
Nidec intends to make appropriate disclosures regarding the impact of the Transaction described herein on its consolidated financial performance for the current fiscal year and announce any changes to its financial performance in accordance with the applicable rules of the Tokyo Stock Exchange once such details are determined.
Cautionary Statement Concerning Forward-Looking Information
This press release contains forward-looking statements regarding the intent, belief, strategy, plans or expectations of the Nidec Group or other parties. Such forward-looking statements are not guarantees of future performance or events and involve risks and uncertainties. Actual results may differ materially from those described in such forward-looking statements as a result of various factors, including, but not limited to, the risks to successfully integrating the acquired business with the Nidec Group, the anticipated benefits of the planned transaction not being realized, changes in general economic conditions, shifts in technology or user preferences for particular technologies, whether and when required regulatory approvals are obtained, other risks relating to the successful consummation of the planned transaction, and changes in business and regulatory environments. The Nidec Group does not undertake any obligation to update the forward-looking statements contained herein or the reasons why actual results could differ from those projected in the forward-looking statements except as may be required by law.