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May 22, 2009
Fuji Electric Engineering & Construction Co., Ltd. Furukawa Engineering & Construction Inc. Fuji Denki Sosetsu Co., Ltd. Fuji Electric Engineering & Construction, Fuji Denki Sosetsu and Furukawa
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| (a) | Reinforce businesses targeting green IT and alternative energy markets |
| Fuji Electric Engineering & Construction, Fuji Denki Sosetsu and Furukawa Engineering & Construction have strength respectively in electrical equipment work such as installation of uninterruptible power supply systems, air-conditioning equipment work, and information communication equipment work. By combining these strengths of respective companies, the new company will target green internet data center (green iDC) and other green IT markets, where significant growth is expected, and offer a comprehensive solution covering from solution proposals and construction to after-sales services in cooperation with its parent companies. | |
| For example, the company will focus on the following markets: | |
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| (b) | Roll out new business models such as energy diagnosis service |
| The new company will roll out energy diagnosis services such as visualization of energy consumption, CO2 emissions and running costs; and calculation and assessment of benefits of introducing energy-saving facilities. Based on the result of diagnosis, the company will also offer an integrated service covering planning, proposing, construction planning and execution, assessment and after-sales service of optimal energy systems. |
Fuji Electric Engineering & Construction has a wealth of experience in electrical instrumentation and machinery installation businesses overseas, including 40 years in Thailand and 10 years in Vietnam and the Philippine. It also set up a new office in Taipei last year and Cambodia this year. Based on this business base overseas, the new company will deploy an integrated facility construction service by incorporating air-conditioning and information communication equipment capabilities through merger. This will allow the new company to expand its business reach, beyond conventional Official Development Assistant (ODA) projects or projects for the Japanese companies that aim for overseas foray, to projects for local companies including subsidiaries of the US and European companies. The company will also help build social and industrial infrastructure overseas in the energy and environment aspects by strengthening collaboration with its parent companies.
As a company that offers a comprehensive facility construction, the new company will strengthen after-sales service business not only in the air-conditioning market, where Fuji Denki Sosetsu has operated, but also in the electrical facility market, including power distribution, by making the most of the engineering capability and operation network that will be enhanced through merger. Targeting manufacturing companies, the new company will also upgrade the maintenance business overseas to further contribute to customers.
To enhance financial strength through merger, various programs including streamlining of operating sites and personnel reassignment will be carried out to reduce fixed costs. While maintaining and improving quality of services, the company will strive to increase construction project orders both in and outside Japan, and enhance the service business. In line with the business size that will be expanded through merger, up-front investments will be increased to exploit new businesses and develop human resources. This will allow the company to boost its fundamental technological capability and ensure integrity of service.
This merger will expand procurement volume of material and equipment, sales channel and business partners, and will allow the company to better manage execution and safety in order to meet customers' requirements. Also, responding to demand from society, the company will not only enhance corporate governance, including internal control, and ensure compliance but also appropriately apply the percent of completion method to gain public trust.
Total sales of the three companies amount to approximately
73 billion. The new company will target sales of approximately
100 billion after five years and being within the top 20 in the facility construction market. It will also aim to list its stock on the first section of the Tokyo Stock Exchange (TSE) within five years, aiming to evolve into a company that is further trusted by customers.
| (1) | Date of merger |
| Scheduled date of merger (effective date): October 1, 2009 | |
| (2) | Method of merger |
| The merger will be an absorption–type merger, with Fuji Electric Engineering & Construction, as the surviving company, and Furukawa Engineering & Construction and Fuji Denki Sosetsu, to be dissolved. | |
| (3) | Expected delisting of Furukawa Engineering & Construction |
| If this merger is approved at the shareholders' meetings of the three companies, Furukawa Engineering & Construction's common stock will be delisted from TSE as of September 25, 2009 in accordance with the delisting standards of TSE (the last trade date to be the day before the delisting date) |
| (1) | Corporate name | Fuji Electric Engineering & Construction Co., Ltd. (Surviving Company) |
Furukawa Engineering & Construction Inc. (Dissolving Company) |
Fuji Denki Sosetsu Co., Ltd. (Dissolving Company) |
| (2) | Line of business |
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| (3) | Established | October 1, 1923 | August 29, 1947 | September 21, 1977 |
| (4) | Head office | Kawaski, Kanagawa Prefecture | Ohta-ku, Tokyo | Chuo-ku, Tokyo |
| (5) | Representative | Fumiaki Koike President and Representative Director |
Shunjiro Ogura President and Representative Director |
Tomoyasu Kida President and Representative Director |
| (6) | Capital | 1,970 million |
1,817 million |
1,270 million |
| (7) | Sales | Approx. 28 billion (consolidated) |
Approx. 25 billion (consolidated) |
Approx. 23 billion (non-consolidated) |
| (8) | Employees | 563 (consolidated number) | 457 (consolidated) | 318 (non-consolidated) |
| (1) | Corporate name | Fuji Furukawa Engineering and Construction Co. Ltd |
| (2) | Line of business |
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| (3) | Head office | Kawasaki-shi, Kanagawa Prefecture |
| (4) | Representative (Tentative) |
Fumiake Koike, President and Representative Director Shunjiro Ogura, Vice President and Representative Director Tomoyasu Kida, Vice President and Representative Director |
| (5) | Capital | 1,970,000,000 (Plan) |
General Affairs
Planning Dept.
Fuji Electric Engineering & Construction Co., Ltd.
Tel. +81-44-548-4372