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66 TOSHIBA Annual Report 2013
Toshiba Corporation and Subsidiaries
March 31, 2013
Notes to Consolidated Financial Statements
NuFlare Technology, Inc.
On December 26, 2012, the Company increased its ownership in NuFlare Technology Inc. (“NFT”) by acquiring an
additional 8.8% stake to more than 50% totaling approximately ¥5,886 million in cash and consequently acquired a
controlling financial interest of NFT.
NFT manufactures and sells advanced semiconductor manufacturing equipment and has a close relationship with the
Company in development of related technologies. The Company decided to acquire additional shares in consideration of
the need to extend its support to NFT in technological and management operations and to retain its advanced
technologies, so that NFT will continue its supply of technologically advanced equipment to the market.
The Group allocated the purchase price to the assets acquired and liabilities assumed in accordance with ASC No.805.
The following table summarizes the allocation of the purchase price, the fair value of previously held equity interest,
and the fair value of noncontrolling interests to the identifiable assets acquired and liabilities assumed as of the
acquisition date:
As of the acquisition date Millions of yen Thousands of U.S. dollars
Purchase price ¥ 5,886 $ 62,617
Previously held equity interest 25,886 275,383
Noncontrolling interests 31,439 334,457
Total ¥ 63,211 $ 672,457
Current assets ¥ 53,194 $ 565,894
Non-current assets 4,880 51,915
Intangible assets subject to amortization 26,839 285,521
Current liabilities 22,796 242,511
Non-current liabilities 16,687 177,521
Total identifiable net assets acquired ¥ 45,430 $ 483,298
Identifiable intangible assets acquired mainly consist of core and current technologies. The Group is amortizing the
intangible assets over a weighted-average estimated life of 8.9 years.
The excess of the purchase price, the fair value of previously held equity interest, and the fair value of noncontrolling
interests over the fair value of the identifiable assets acquired and liabilities assumed, amounted to ¥17,781 million
($189,159 thousand), which was recorded as goodwill and allocated to Electronic Devices. The book value of equity
interest that the Company held before acquiring the additional stake was ¥9,466 million ($100,702 thousand), and the
difference between the book value and the fair value remeasured after acquiring the additional stake is included in the
statement of income for the year ended March 31, 2013.
Operating results of NFT are included in the Company's consolidated statement of income from the acquisition date.
NFT's net sales and net income included in the Company's consolidated statement of income for the year ended March
31, 2013 were ¥13,319 million ($141,691 thousand) and ¥2,579 million ($27,436 thousand), respectively.
The following table summarizes the unaudited pro-forma results of operations, as though the above business
combinations had taken place on April 1, 2011.
Billions of yen
Millions of
U.S. dollars
Year ended March 31 2013 2012 2013
Net Sales ¥ 5,853.3 ¥ 6,273.6 $ 62,269
Net income attributable to shareholders of the Company 84.7 83.1 901