Denon and Marantz To Merge

March 10, 2002


Mar 7, 2002 - Amsterdam and Tokyo - Marantz Japan Inc., its largest shareholder (49%), Royal Philips Electronics, and Denon Ltd, its largest shareholder (98%), Ripplewood Holdings L.L.C. have established D&M Holdings Inc., a joint holding company to merge the operations of Marantz and Denon. The transaction is expected to close by May 2002 and will create a single entity in the home theatre and audio-video market, while maintaining the established Marantz and Denon brands. D&M Holdings will employ approximately 1,650 people around the world and will succeed Marantz as a publicly traded concern on the Second Section of the Tokyo Stock Exchange (TSE II: 6799).

The basic terms for the establishment of D&M Holdings are:

  • Marantz and DENON will set up D&M Holdings with its head office in Sagamihara City, Japan.
  • Tatsuo Kabumoto, the current chairman and representative director and CEO of Marantz, will become the president and CEO of D&M Holdings.
  • All shares of both Marantz and Denon will be transferred to D&M Holdings, making both entities wholly-owned subsidiaries.
  • Mitsushige Sakamoto, the current representative director of Denon, will become president and CEO of Denon while Takashi Sato, the current president and COO of Marantz will become president and CEO of Marantz.
  • Existing Marantz shareholders will receive one share of D&M Holdings for each Marantz share, and existing Denon shareholders will receive 0.4416 shares of D&M Holdings for each Denon share.
  • Ownership of Marantz shareholders and Denon shareholders in D&M Holdings will be 30% and 70%, respectively.
  • Philips and Ripplewood will have stakes of 14.7% and 68.6% in D&M Holdings, respectively.
  • D&M Holdings will be listed on the Second Section of the Tokyo Stock Exchange.

    Following establishment of D&M Holdings, the research and development, production and purchasing, and financial control activities of the two companies will be combined as soon as possible, to reinforce their competitive edge and deliver the identified synergies. The Denon and Marantz brand names will be maintained, as well as their sales and marketing and brand specific product and unique distribution channel.


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