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TheStreet Open House

Nidec Enters Into Share Exchange Agreement To Acquire Full Ownership Of Its Two Remaining Listed Subsidiaries

Stocks in this article: NJ

KYOTO, Japan, April 22, 2014 (GLOBE NEWSWIRE) -- Nidec Corporation ("Nidec") (NYSE:NJ) announced today that Nidec and its two listed subsidiaries, Nidec-Read Corporation ("Nidec-Read") (Tokyo:6833) and Nidec Copal Electronics Corporation ("Nidec Copal Electronics") (Tokyo:6883), have resolved at their respective board meetings held on April 22, 2014 to enter into share exchange transactions (the "Share Exchange") under which Nidec will make Nidec-Read and Nidec Copal Electronics its wholly owned subsidiaries.

Nidec will allocate 0.243 shares of its common stock for each share of Nidec-Read and 0.138 shares for each share of Nidec Copal Electronics. The shares of Nidec-Read and Nidec Copal Electronics owned by Nidec as of March 31, 2014 are not subject to the allocation in the Share Exchange. Nidec intends to use shares of its common stock held in treasury, and does not intend to issue any new shares, for the Share Exchange. The Share Exchange is expected to become effective on October 1, 2014, subject to approval by the shareholders of Nidec-Read and Nidec Copal Electronics at their annual general meetings scheduled respectively for June 17, 2014, and June 20, 2014. Nidec will adopt a simplified share exchange procedure in accordance with Article 796, Paragraph 3, of the Companies Act, without obtaining the approval of its shareholders for the Share Exchange. The Share Exchange will be preceded by the delisting of the common stock of Nidec-Read and Nidec Copal Electronics from the Tokyo Stock Exchange, tentatively scheduled for September 26, 2014, with the last trading day being September 25, 2014.

Nidec expects that the foregoing transaction will enable Nidec-Read and Nidec Copal Electronics to have better access to capital and broader portfolio of businesses, necessary to focus their energies on the pursuit of new opportunities.

About Nidec-Read and Nidec Copal Electronics

Nidec-Read is a comprehensive manufacturer of high-speed precision measuring and inspection equipment and has established an industry-leading position in the field of inspections of printed circuit boards and semiconductor package boards. Going beyond the existing electronic inspection equipment market, Nidec-Read has also started providing a range of products used for inspecting touch panels, LEDs, and solar batteries with its enhanced product lines focusing on special inspection equipment. To keep setting the pace in the precision inspection industry, Nidec-Read now seeks to build up financial strength that allows for greater agility in funding for new development efforts. Nidec-Read joined the Nidec Group in 1997.

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