Fanuc : Notice Regarding Absorption-Type Merger of FANUC Robot Dorf LTD

January 29, 2020

Company name: FANUC CORPORATION

Representative: Kenji Yamaguchi, President

(Stock Code: 6954, 1st Section, Tokyo Stock Exchange)

Contact: Keisuke Fujii, Manager, Public Relations

Tel: (0555) 84 - 5555

Notice Regarding Absorption-Type Merger of FANUC Robot Dorf LTD

At the Board of Directors meeting held on January 29, 2020, FANUC CORPORATION resolved to merge its wholly-owned subsidiary FANUC Robot Dorf LTD into FANUC CORPORATION as of April 1, 2020.

Since this merger is an absorption-type simplified merger of a wholly-owned subsidiary, the disclosure of certain items and details has been omitted.

1. Purpose of the merger

As a part of the efforts to reorganize and streamline the production system in FANUC Group, FANUC CORPORATION has decided to carry out molding the parts of our products such as CNC systems, Robots and ROBOMACHINE by itself which FANUC Robot Dorf LTD has been doing.

2. Summary of the merger
(1) Schedule
January 29, 2020	Resolved by the Board of Directors meeting for the Merger
January 29, 2020	Conclusion date of the Merger Agreement
April 1, 2020 (planned)	Effective date of the Merger

(Note) FANUC CORPORATION and FANUC Robot Dorf LTD do not hold a shareholders meeting on approval of the Merger Agreement, because FANUC CORPORATION will use the simplified merger procedure prescribed in Paragraph 2 of Article 796 of the Companies Act and FANUC Robot Dorf LTD will use the short form merger procedure prescribed in Paragraph 1 of Article 784 of the Companies Act.

(2) Method of the merger

The method of the merger is an absorption-type merger between FANUC CORPORATION (as the surviving company) and FANUC Robot Dorf LTD (as the absorbed company). FANUC Robot Dorf LTD will be dissolved.

(3) Allocations for the merger

Since this will be a merger of a wholly-owned subsidiary, there will be no issuance or allocation of shares or cash for the merger.

1. Stock acquisition rights and bonds with stock acquisition rights of the absorbed company FANUC Robot Dorf LTD (the absorbed company) is a private company and
   has not issued any stock acquisition rights or bonds with stock acquisition rights.

3. Outline of companies involved in the merger

		Surviving Company	Absorbed Company
（1）Name of company	FANUC CORPORATION	FANUC Robot Dorf LTD
（2）Head office	3580, Shibokusa Aza-Komanba,	3719, Otahadakata Aza-suwadai,
	Oshino-mura,Minamitsuru-gun,	Kitsuki City, Oita Prefecture
	Yamanashi Prefecture
（3）Representative	Kenji Yamaguchi		Noboru Iwamatsu
	President			President
（4）Major business	Development, manufacture, sale	Molding the parts of our products
segments	and	maintenance	service of	such as CNC systems, Robots
	CNC	systems, lasers, Robots,	and ROBOMACHINE
	ROBODRILL (small	machining
	centers),	ROBOSHOT (electric
	injection	molding	machines),
	ROBOCUT (wire-cut EDMs),
	and		ROBONANO
	(ultra-precision machines) and
	business related to the FIELD
	system
（5）Capital stock		¥69,014 million	¥50 million
（6）Date of establishment		May 12, 1972	April 23, 1986
（7）Total number of		204,031,841 shares	1,000 shares
shares outstanding
（8）Fiscal term			March 31		March 31
（9）Name of major	① The Master Trust Bank of	① FANUC CORPORATION
shareholders and	Japan, Ltd. (Trust Account)	100%
their investment ratio				15.0%
	②Japan Trustee Services Bank,
	Ltd. (Trust Account)
				8.4%
	③JPMorgan Chase Bank, N.A.
	380055
				3.5%
	④SSBTC Client Omnibus
	Account
				2.6%
	⑤Citibank, N.A. - NY, as
	Depositary Bank for
	Depositary Shareholders
				2.2%

（10）Operating results and financial conditions for the latest fiscal year

	Surviving Company	Absorbed Company
Fiscal year	Year ended March 31, 2019	Year ended March 31, 2019
(Consolidated)
Net assets	¥1,445,146 million	¥417 million
Total assets	¥1,625,340 million	¥431 million
Net assets per share	¥7,417.70	¥416,859
Net sales	¥635,568 million	¥130 million
Operating income	¥163,297 million	¥19 million
Ordinary income	¥183,459 million	¥19 million
Net income attributable to owners	¥154,163 million	¥12 million
of parent
Net income per share	¥795.34	¥12,284

4. Outline of FANUC CORPORATION following the merger

Following this merger, there will be no change in the name of FANUC CORPORATION, the address of its head office, its representatives, its business scope, its capital stock or its fiscal year.

5. Outlook

The impact by the merger for the consolidated results of FANUC CORPORATION for the fiscal year ending March 31, 2020 is negligible.

(Reference) Consolidated Financial Forecasts for the Year Ending March 31, 2020 that announced on January 29, 2020 and Consolidated Financial Results for the Year Ending March 31, 2019

			(Millions of yen)
				Net income
	Net sales	Operating	Ordinary	attributable
	income	income	to owners
				of parent
Consolidated Financial
Forecasts for the Year	506,700	80,600	91,900	65,900
Ending March 31, 2020
Consolidated Financial
Results for the Year Ending	635,568	163,297	183,459	154,163
March 31, 2019

End