source: Kemet news
GREENVILLE, S.C., April 19, 2017 (GLOBE NEWSWIRE) — KEMET Corporation (the “Company” or “KEMET”) (NYSE:KEM), a leading global supplier of passive electronic components, announced today that it has completed the acquisition, through its wholly owned subsidiary, KEMET Electronics Corporation (“KEC”), of NEC TOKIN Corporation (“NEC TOKIN”).
The acquisition of NEC TOKIN was completed pursuant to the previously announced February 23, 2017 Definitive NEC TOKIN Stock Purchase Agreement (the “Agreement’) between KEC and NEC Corporation (“NEC”). Pursuant to the Agreement, KEC paid NEC JPY 16.2 billion, or approximately $149.2 million, for all of the outstanding shares of NEC TOKIN it does not already own. The purchase price was comprised of JPY 6.0 billion (approximately $55.3 million) plus one-half of an amount determined to be the excess net cash proceeds from the announced sale of NEC TOKIN’s electro-mechanical devices (“EMD”) business, after the repayment of outstanding indebtedness of NEC TOKIN and after the payment of taxes, fees and expenses relating to the sale of the EMD business. The excess cash calculation is subject to working capital adjustments pursuant to a master sale and purchase agreement for the EMD business. Effective as of today, NEC TOKIN has changed its name to TOKIN Corporation (“TOKIN”).
“We look forward to shaping our future together with TOKIN,” stated Per Loof, the Company’s Chief Executive Officer. “This begins a new transformative chapter for both KEMET and TOKIN. It is an exciting time for all our stakeholders: customers, investors and, indeed, our employees. We look forward to addressing together the opportunities and challenges of developing and designing the next level of technologies that will enable us to exceed the future demands of our customers driven by the global electronic industry,” continued Loof.
As previously announced, based on current estimates, after all payments to NEC (and net of taxes, fees and expenses), the acquisition effectively results in a net cash inflow to the Company, on a consolidated basis, of approximately $38.6 million and 100% ownership of the shares of NEC TOKIN. KEMET’s consolidated combined cash on the balance sheet (including TOKIN Corporation), post-closing, is approximately $269.1 million.
For details of the Agreement, please refer to the Company’s Form 8-K filed on February 23, 2017.