June 15, 2021
Corporate Name: AGC Inc. President & CEO: Yoshinori Hirai (Code Number: 5201; TSE 1st section)
Contact: Kazumi Tamaki, General Manager, Corporate Communications & Investor Relations Division (Tel: +81-3-3218-5603)
Notice regarding Transfer of Architectural Glass Business in North America
AGC Inc. ("the Company") hereby announces that it has decided to sell its North American architectural glass
business to Cardinal Glass Industries (Cardinal) and reached an agreement with Cardinal today
The transfer deal is subject to the approval of the related authorities and the earliest closing would be July 2021.
1. Reason for Business Transfer
Under the medium-term management policy AGC plus-2023 announced in February this year, AGC has strived for improvements of the profitability and asset efficiency of its architectural glass business which have been designated as one of the AGC Group's priority issues.
Regarding the operations of the architectural glass business in North America, AGC has concluded that it will create further growth opportunities by transferring it to Cardinal Glass Industries who has business trading experience with AGC in the past and is expected to make the most effective use of AGC's assets and personnel.
2. Outline of Business Transfer
- Architectural Glass Business in North America
AGC began architectural glass business in North America in 1988, as it made capital participation in AFG Industries (now AGC Flat Glass North America). Since then, AGC has supplied various energy-saving and superior design high- performance glass products for over 30 years and contributed to the realization of comfortable and affluent life in the region.
- Financial Result of North America Architectural Glass Business to be carve-out (FY2020)
North America Architectural Glass | Consolidated results for (b) | Ratio (a/b) | |||||||
Business to be carved out (a) | |||||||||
Net Sales | 28.1 billion yen | 1,412 billion yen | 2.0% | ||||||
Operating Profit | 1.1 billion yen | 75.8 billion yen | 1.6% |
- Amounts of carve-out Assets and Liabilities to be transferred from Architectural Glass Business in North America (as of March 31, 2021)
Assets to be transferred | Liabilities to be transferred | ||
Item | Book Value | Item | Book Value |
Total | 21.6 billion yen | Total | 0.8 billion yen |
*Assets and liabilities are converted into yen at the end of March 2021 at ¥110.71/US$
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- Transfer price and payment method
Transfer price: | 450 million US dollars | |||
Payment method: | Payment by electronic funds transfer | |||
3. Outline of the Transferee | ||||
(1) | Name | Cardinal Glass Industries | ||
(2) | Location | 775 Prairie Center Dr #200 Eden Prairie, MN 55344 | ||
(3) | Name and title of | Roger O'Shaughnessy | ||
representative | ||||
(4) | Business Description | The Company manufactures, develops and sells window and door glass for | ||
residential use in the United States. | ||||
(5) | Date of establishment | January 29, 1962 | ||
Major Shareholders | ||||
(6) | and their | Unlisted company and shares are held by management | ||
shareholding ratios | ||||
Capital ties | Not applicable | |||
(7) | Relationship with the | Personal relations | Not applicable | |
Company | ||||
Business relations | Not applicable | |||
Status as a related party | Not applicable | |||
Capital Stock, net assets, total assets, are not described because they could not be confirmed.
4. Schedule
(1) | Date of contract | June 15, 2021 |
execution | ||
(2) | Date of business | July 2021, subject to the approval of the related authorities at the earliest |
transfer | ||
5. Summary of accounting procedures
This transaction is expected to generate a profit of approximately 25 billion yen, which is expected to be recorded as other income in the consolidated financial results for the third quarter of the fiscal year ending December 31, 2021.
6. Outlook for the future
The Company is currently examining the full-year consolidated financial forecast for the fiscal year ending December 31, 2021, including the impact of this matter. The Company will make an announcement as soon as it becomes clear.
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(Reference) Consolidated financial forecast for the current fiscal year (announced on April 12, 2021) and consolidated financial results for the previous fiscal year
(Unit: Millions of yen) | ||||||
Profit for the | ||||||
Profit for the | period | Basic earnings | ||||
Net sales | Operating profit | Profit before tax | attributable to | |||
period | per share (Yen) | |||||
owners of the | ||||||
parent | ||||||
Consolidated financial | ||||||
forecast for the current | 1,650,000 | 160,000 | 142,000 | 105,000 | 83,000 | 375.02 |
fiscal year | ||||||
Consolidated financial | ||||||
results for the previous | 1,412,306 | 75,780 | 57,121 | 41,164 | 32,715 | 147.84 |
fiscal year | ||||||
(Additional Information)
The plants subject to the business transfer and their facilities
Greenland(Tennessee)
Flat glass manufacturing furnaces (2), Coater (1)
Abingdon(Virginia) | |
Spring Hill(Kansas) | Coater (1) |
Flat glass manufacturing furnace (1)
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AGC - Asahi Glass Co. Ltd. published this content on 15 June 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 15 June 2021 06:03:07 UTC.