Fujitsu 2008 Annual Report Download - page 126

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(ii) Lines of business
• Fujitsu Access Limited Development, manufacture and sales of information and communi-
cation equipment and related systems
• Fujitsu Devices Inc. Development, design and sales of semiconductors and related software
• Fujitsu Wireless Systems Limited Manufacture of information and communication equipment
2) Legal Framework of the Combination, Name of Companies After Combination
Exchange of shares
At the time of exchange, the names of the companies did not change. In October, 2007, Fujitsu Devices
Inc. changed its names to Fujitsu Electronics Inc.
3) Overview of the Transaction, Including the Purpose of the Transaction
In order to enable Fujitsu to better respond to the services needs of our customers and strengthen our
customer-focused operating structure, on August 1, 2007, the shareholders of Fujitsu Access Limited,
Fujitsu Devices Inc. and Fujitsu Wireless Systems Limited transferred their common shares to Fujitsu Lim-
ited. In exchange, Fujitsu Limited distributed shares in Fujitsu Limited to these shareholders. Accordingly,
the three companies became wholly owned subsidiaries of Fujitsu Limited. On July 26, 2007, Fujitsu
Access Limited (listed on the First Section of the Tokyo Stock Exchange) and Fujitsu Devices Inc. (listed on
the Second Section of the Tokyo Stock Exchange) were delisted.
2. Summary of the Accounting Treatment of the Transactions
As the exchange of shares falls under the category of transactions with minority interests, the interest in
the additional shares of the subsidiaries acquired through the transactions will be deducted from minor-
ity interests, and the difference between that amount and the additional investment amount will be
treated as goodwill.
3. Information Concerning the Acquisition of Additional Shares in the Subsidiaries
1) The Acquisition Cost and its Breakdown
Acquisition cost: ¥25, 965 million ($259,650 thousand)
Fujitsu Limited shares valued at ¥25,945 million ($259,450 thousand), with ¥20 million ($200 thousand)
spent in acquiring the shares; all were treasury shares.
2) The Exchange Ratio for Each Type of Share, the Approach to Calculating the Share Exchange Ratio, the Number
of Shares Distributed, and their Valuation
(i) Types of shares and the exchange ratios
For each common share of the companies, the number of Fujitsu Limited shares allocated and distributed
was as follows:
• Fujitsu Access Limited 0.86 share
• Fujitsu Devices Inc. 2.70 shares
• Fujitsu Wireless Systems Limited 13.36 shares
124
ANNUAL REPORT 2008FUJITSU LIMITED
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS