Notice of Agreement for the Merger through Absorption (Simplified Absorption-type Merger) of a Consolidated Subsidiary of Fujitsu Limited

May 14, 2020 15:46 JST

Source: Fujitsu Ltd

TOKYO, May 14, 2020 - (JCN Newswire) - Fujitsu Limited announced today that it has concluded an agreement for an absorption-type merger with FUJITSU DESIGN LIMITED (FDL) which is a consolidated subsidiary of Fujitsu.

Because the merger with FDL is an absorption-type merger of a consolidated subsidiary, certain disclosure items and details have been omitted from this notice.

Purpose of the Merger

Fujitsu, with an eye toward the expansion of its Digital Transformation (DX) business, is pushing forward with establishing a system that can make better use of the design function of the Fujitsu Group to realize improvement in value that it will provide.

As part of this initiative, Fujitsu will absorb and merge with FDL, which provides comprehensive design services, including product design and communication design.

Through this merger, coordination between each business organization in Fujitsu and the design resources of FDL will be strengthened to enable designers to become involved in the upstream consulting phase and speed up the internal permeation of design thinking, whereby the Fujitsu Group will be able to further reinforce design-driven management, and the ability to make proposals in the DX business as well.

Summary of the Merger

(1) Schedule
Because the merger meets the requirements of simplified absorption-type merger, Fujitsu will carry it out without the approval of a resolution at the Shareholders' Meeting.
Date of resolution by Board of Directors: May 14, 2020 (today)
Date agreement for the merger was concluded: May 14, 2020 (today)
Effective date of the merger: July1, 2020 (scheduled)
(2) Method of the Merger
The merger will be conducted through an absorption-type merger method in which Fujitsu will be the surviving company and FDL will be dissolved as the absorbed company.
(3) Allocation of Consideration for the Merger
No shares will be issued or consideration paid in conjunction with the merger.
(4) Treatment of Share Subscription Rights and Bonds with Share Subscription Rights FDL has not issued share subscription rights or bonds with share subscription rights.

Status After the Merger

After the merger, there will be no changes to Fujitsu's company name, address, name and title of representative, business description, capital, or fiscal year-end.

Business Impact

The impact of the merger on Fujitsu's consolidated financial results is insignificant.

Overview of the Merger: visit: https://pr.fujitsu.com/jp/news/2020/05/en/14.pdf

Contact:

Fujitsu Limited
Public and Investor Relations Division
Inquiries: https://bit.ly/3fMv5n0

Source: Fujitsu Ltd
Sectors: Enterprise IT

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