Corporate

Announcement on Business Alliance and Establishment of Joint Venture with Contemporary Amperex Technology Co., Limited

April 28, 2021

TDK Corporation (President and CEO: Shigenao Ishiguro, hereinafter "the Company") announces that today its Board of Directors resolved at a meeting of the Board of Directors held on April 28, 2021, to approve the planned business alliance under which, Amperex Technology Limited (Hong Kong Special Administrative Region of China, hereinafter "ATL"), that engages in the business of rechargeable battery will conclude a cross-licensing agreement and establish a joint venture with Contemporary Amperex Technology Co., Limited (Fujian, China, hereinafter "CATL"), which manufactures and sell of EV battery, and to enter into a definitive agreement. Details are as follows.

  1. Purpose of and Reasons for the Business Alliance and the Establishment of Joint Venture
    While the Company's core business is the passive components business based on magnetic material technology, the Company has been earnestly developing businesses with the aim of enhancing its corporate value sustainably by capturing new market trends centered on Digital Transformation (DX) and Energy Transformation (EX) in recent years.
    Above all, demand for rechargeable battery is expected to continue expanding as a key device in the evolution of EX in the current situation which requires the global dissemination of renewable energy and the improvement of energy efficiency.
    In this environment, ATL, a subsidiary of the Company, plays the leading role in strengthening the small size rechargeable battery business for ICT devices such as smartphones, tablet PC and laptop. However, believing that it is necessary to strengthen the medium size rechargeable battery business such as Residential Energy Storage System (RESS) , Electric Motorcycles, and other industrial applications to ensure continued growth in the global market, the Company has decided to conclude the cross-licensing agreement and the business alliance between CATL and ATL, including the establishment of a joint venture with CATL, the world's largest EV battery business with significant achievements that manufactures and sells highly reliable products in the global market.
  2. Outline of the Establishment of Joint Venture and Business Alliance

ATL and CATL will establish and operate two joint ventures specializing in the development, manufacture and sale of the medium size rechargeable battery such as RESS and Electric Motorcycles, and other industrial applications by integrating their technologies and expertise in the battery business, where they excel.

In addition, the Company has been strengthening the business of products related to electronic components and power supplies such as DC-DC converter and On board charger for automotive application. The Company will also work to build a strategic collaborative relationship with CATL, including the provision of in-vehicle electronic components and power supplies, in which the Company excels, in power units for EV including CATL's rechargeable battery.

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3. Overview of the consolidated subsidiaries of the Company

(1)

Name

Amperex Technology Limited

(2)

Location

Hong Kong Special Administrative Region of China

(3)

Representative

Fumio Sashida (Chairman)

(4)

Business

Development, manufacture and sale of lithium-ion rechargeable

batteries

(5)

Capital

US$277,588,100

(6)

Date of establishment

June 11, 1999

(7)

Fiscal year end

March 31

(8)

Net assets

$1,346,479,702 (as of 2021/03/31)

(9)

Gross assets

$2,257,218,692 (as of 2021/03/31)

(10)

Equity ratio

99.7% (as of 2021/03/31)

4. Outline of the Joint Venture

(1)

Name

To be announced

(2)

Location

To be announced

(3)

Representative

To be announced

(4)

Business

Development, manufacture and sale of rechargeable battery cell

(5)

Capital

5.0 Billion RMB

(6)

Date of establishment

To be announced

(7)

Fiscal year end

December 31

(8)

Net assets

To be announced

(9)

Gross assets

To be announced

(10)

Equity ratio

ATL: 30%, CATL: 70%

(1)

Name

To be announced

(2)

Location

To be announced

(3)

Representative

To be announced

(4)

Business

Development, manufacture and sale of rechargeable battery pack

(5)

Capital

1.0 Billion RMB

(6)

Date of establishment

To be announced

(7)

Fiscal year end

March 31

(8)

Net assets

To be announced

(9)

Gross assets

To be announced

(10)

Equity ratio

ATL: 70%, CATL: 30%

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5. Outline of counterparty to the Business Alliance

(1)

Name

Contemporary Amperex Technology Co., Limited

(2)

Location

Fujian, China

(3)

Representative

Robin Zeng (Chairman)

(4)

Business

Development, manufacture and sale of automobile

batteries

(5)

Capital

2,329,474,028 RMB

(6)

Date of establishment

December 16, 2011

(7)

Large shareholders and

Ningbo Meishan Bonded Area Ruiting Investment Co., Ltd.

shareholding ratio

(宁波梅山保税港区瑞庭投资有限公司)

(As of 30th June 2020)

Ratio: 25.89%

Capital relationship

There is no capital relationship.

(8)

Relationships between the

Personal relationship

There is no personal relationship.

Business relationship

There is no business relationship.

Company and CATL

Relevance to related

Nothing to report

party

  1. Consolidated financial results and consolidated financial position of CATL for the most recent three years

Fiscal year

FY2018/12

FY2019/12

FY2020/12

Consolidated net assets (Million

35,200.17

42,187.88

69,194.72

RMB)

Consolidated total assets

73,883.70

101,351.98

156,618.43

(Million RMB)

Consolidated net assets per

15.01

17.27

27.56

share (RMB)

Consolidated net sales (Million

29,611.27

45,788.02

50,319.49

RMB)

Consolidated operating profit

4,168.48

5,758.79

6,959.49

(Million RMB)

Consolidated ordinary profit

3,735.90

5,012.67

6,103.92

(Million RMB)

Profit attributable to owners of

3,387.04

4,560.31

5,583.34

parent (Million RMB)

Consolidated profit per share

1.64

2.09

2.49

(RMB)

Dividend per share (RMB)

0.14

0.22

0.24

The exchange rate for RMB is 15.44

yen, which is our

assumed rate for the fiscal year ending

March 2022.

6. Schedule

(1)

Date of resolution of the Board of Directors

April 28, 2021

(2)

Date of final contract

April 28, 2021

(3) Date of share exchange and date of changes to

To be announced

subsidiaries

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7. Outlook

This business alliance and joint venture is projected to have no impact on the Company's consolidated financial results for the fiscal year ending March 31, 2022.

(Reference) TDK's Consolidated Forecasts for the Fiscal Year Ending March 31, 2022 (as of April 28, 2021) and Results for the Previous Fiscal Year

Operating

Income before

Net income

(Yen million)

Net sales

attributable to

income

income taxes

TDK

Forecasts for the

year ending March

1,600,000

150,000

150,000

100,000

2022

Results for the year

1,479,008

111,535

121,904

79,340

ended March 2021

Contacts for media

Contact

Phone

Mail

Mr. Kazushige

TDK Corporation

+81 3 6778-

pr@jp.tdk.com

ATSUMI

Tokyo, Japan

1055

TDK Corporation

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TDK Corporation published this content on 28 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 April 2021 07:02:03 UTC.