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Kyocera Corporation and its Consolidated Subsidiaries
A. History and Development of Kyocera Corporation and its
Consolidated Subsidiaries
Kyocera Corporation is a joint stock corporation incorporated under the laws of Japan in 1959 with the name Kyoto Ceramic
Kabushiki Kaisha. Its name was changed to Kyocera Kabushiki Kaisha (or Kyocera Corporation) in 1982. Our corporate headquarters is at 6 Takeda Tobadono-cho, Fushimi-ku,
Kyoto 612-8501, Japan. Our telephone number is +81-75-604-3500.
Our business originally consisted of the manufacture of ceramic parts for electronic equipment. In the 1960s, we expanded our business and technology
horizontally into the design and production of fine ceramic parts, ceramic integrated circuit (IC) packages and electronic components. In the 1970s, we began to produce applied ceramic products, including cutting tools, ceramic parts for medical and
dental uses, jewelry and solar energy products.
In the 1980s, we diversified into new strategic fields. In 1982, we merged with Cybernet Electronics
Corporation, a telecommunications equipment manufacturer in which we had made an equity investment three years earlier. We also played a leading role in the establishment of DDI Corporation (currently KDDI Corporation), which has become one of
Japan’s leading providers of telecommunications services. In 1989, we gained a presence in the electronic connector market through our acquisition of Elco International Corporation (later, the company changed its name to Kyocera Connector
Products Corporation, which was subsequently merged with Kyocera through an absorption-type merger in April 2017).
In the 1990s, we strengthened our
position as a globally integrated electronic components manufacturer through our acquisition of AVX Corporation, a maker of capacitors and other passive electronic components. In the middle of the 1990s, Kyocera developed two main business
categories, the “Components Business,” in which Kyocera provides parts and devices such as fine ceramic parts, semiconductor parts and electronic components and devices to mainly electronic equipment manufacturers in information and
communications fields, and the “Equipment & Systems Business,” in which Kyocera manufactures and sells telecommunications equipment such as mobile phones to telecommunication carriers, information equipment such as printers and
multifunctional products and products for the life and environment market, such as solar energy related products, to distributors or directly to customers.
Since 2000, we have further enhanced our position in telecommunications and information equipment market. In February 2000, we acquired the code division
multiple access (CDMA) mobile phone handset business from Qualcomm Inc. In April 2000, we invested in Kyocera Mita Corporation (currently Kyocera Document Solutions Inc.), a manufacturer of copier machines and other document solutions equipment, and
made it a wholly-owned
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subsidiary. In April 2002, we transferred Kyocera Corporation’s printer business to Kyocera Document Solutions Inc. to further enhance our information equipment business by pursuing group
synergies.
With the aim of becoming a more global enterprise and enhancing our profitability, we have been expanding our production in China located in
Shanghai and Dongguan since the middle of the 1990s. Kyocera also established a sales company, Kyocera (Tianjin) Sales & Trading Corporation (currently Kyocera (China) Sales and Trading Corporation), in January 2003 to cultivate the Chinese
market through enhancing our marketing ability for both our products manufactured in China as well as our products imported into China. In addition, we established a subsidiary, Kyocera (Tianjin) Solar Energy Co., Ltd., to assemble solar modules,
production of which commenced in May 2003, and to reduce manufacturing costs.
In August 2003, we made Kinseki, Limited (later, the company changed its
name to Kyocera Crystal Device Corporation, which was subsequently merged with Kyocera through an absorption-type merger in April 2017), a major producer of artificial crystal related products, a wholly-owned subsidiary through a share exchange to
strengthen our Electronic Devices Group. We also established Kyocera SLC Technologies Corporation, a manufacturing and sales company of surface laminar circuitry, in order to expand organic material components business (later, the company changed
its name to Kyocera Circuit Solutions, Inc., which was subsequently merged with Kyocera through an absorption-type merger in April 2016).
In September
2004, Kyocera Corporation and Kobe Steel, Ltd. established Japan Medical Materials Corporation (later, the company changed its name to Kyocera Medical Corporation, which was subsequently merged with Kyocera through an absorption-type merger in April
2017) and Kyocera Corporation transferred its medical materials business to Japan Medical Materials Corporation through corporate splits.
In April 2008,
Kyocera acquired the mobile phone related business of SANYO Electric Co., Ltd. (currently Panasonic Corporation) to strengthen the Telecommunications Equipment Group.
For further enhancement of the Information Equipment Group, Kyocera made TA Triumph-Adler AG (currently TA Triumph-Adler GmbH, TA), a leading specialist in
the information technology business and a distributor of printers and multifunctional products in Germany, a subsidiary through a voluntary public takeover offer in January 2009. In October 2010, Kyocera acquired all of the remaining shares of TA.
As a result, TA became a wholly-owned subsidiary of Kyocera. In July 2011, we established a subsidiary, Kyocera Document Technology Vietnam Company Limited, to produce information equipment for expanding our production capacity and reducing
manufacturing cost.
In July 2011, Kyocera acquired Unimerco Group A/S (currently Kyocera Unimerco A/S), a Danish-based industrial cutting tool
manufacturing and sales company to broaden our product lines and markets.
In August 2011, Kyocera established Kyocera Vietnam Management Company Limited
(currently Kyocera Vietnam Company Limited), a manufacturing subsidiary, in order to further reduce costs and to meet with growing component demand.
In
February 2012, in order to expand its liquid crystal display business, Kyocera acquired Optrex Corporation (currently Kyocera Display Corporation), a specialized manufacturer of liquid crystal displays and related products.
In October 2013, Kyocera acquired NEC Toppan Circuit Solutions, Inc., a printed wiring board manufacturing company, and changed its name to Kyocera Circuit
Solutions, Inc. in order to strengthen and expand its organic substrate business. In October 2014, Kyocera integrated Kyocera SLC Technologies Corporation and Kyocera Circuit Solutions, Inc., both of which engaged in organic substrate business, into
Kyocera Circuit Solutions, Inc. In April 2016, we implemented an absorption-type merger of Kyocera Circuit Solutions, Inc. into Kyocera Corporation in order to enhance the development of new products and to expand its business further.
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In September 2015, Kyocera acquired Nihon Inter Electronics Corporation (NIEC), a manufacturer of power
semiconductors, in order to expand into a new business area with a combination of their respective products and made it a consolidated subsidiary. In order to further expand our power semiconductor business, we implemented an absorption-type merger
of NIEC into Kyocera Corporation in August 2016.
In April 2017, we implemented separate absorption-type mergers with each of Kyocera Crystal Device
Corporation, Kyocera Connector Products Corporation and Kyocera Medical Corporation, through which each company was merged into Kyocera Corporation, in order to expand the electronic devices business and the business in medical and health care
through sharing each company’s respective management resources and maximizing synergy.
We acquired Senco Holdings, Inc., a U.S.-based pneumatic
tools manufacturing company (currently Kyocera Senco Industrial Tools, Inc.), in August 2017 and we acquired 80% of shares in Kyocera Industrial Tools Corporation, which was established from the company split of Ryobi Limited’s power tool
business under a share transfer agreement in January 2018, in order to promote diversification and expand our industrial tool business.
For a discussion
of recent and current capital expenditures, please see Item 5. “Operating and Financial Review and Prospects” of this annual report on Form 20-F. We have had no recent significant divestitures nor
are any significant divestitures currently being made.
In addition, for a discussion of our voluntary delisting of our ADSs from the New York Stock
Exchange, which became effective on June 26, 2018, please see Item 9.A. “Offer and Listing Details—Price Range of Shares” of this annual report on Form 20-F.
B. Business Overview
Overview
Kyocera is engaged in numerous high-tech
fields, from fine ceramic components to electronic devices, equipment, services and networks. Our manufacturing and distribution operations are conducted worldwide. As of March 31, 2018, we had 230 subsidiaries, 4 affiliates outside Japan, 23
subsidiaries and 7 affiliates in Japan. Our customers include individuals, corporations, governments and governmental agencies. For information on our sales by category of activity and information on our sales by geographic area and product segment,
please see Item 5.A. “Operating Results” of this annual report on Form 20-F.
Operations
Starting from fiscal 2018, Kyocera has changed the classification of its reporting segments. The new six reporting segments are
(1) Industrial & Automotive Components Group, (2) Semiconductor Components Group, (3) Electronic Devices Group, (4) Communications Group, (5) Document Solutions Group, and (6) Life & Environment Group.
Our principal products and services offered in each reporting segment are shown below.
(1) Industrial & Automotive Components Group
Fine
Ceramic Components
Automotive Components
Liquid Crystal
Displays
Industrial Tools
In this reporting segment,
Kyocera provides fine ceramic parts made from a variety of ceramic materials such as alumina and zirconia, utilizing the characteristics of heat, wear and corrosion resistance as well as camera
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modules infused with optical lens and sensing technology, and liquid crystal displays, primarily in the small- to mid-size range. These products are
supplied mainly to the industrial machinery and automotive markets. We also provide industrial tools such as cutting tools for metallic processing and pneumatic and power tools to the automotive, general industrial and construction markets.
(2) Semiconductor Components Group
Ceramic Packages
Organic Multilayer Substrates and Boards
This reporting segment
develops, manufactures and sells both inorganic (ceramic) and organic packages and multilayer printed wiring boards for various electronic components and devices such as crystal components, SAW devices and CMOS/CCD sensors for communication
infrastructures and for the automotive-related markets.
(3) Electronic Devices Group
Electronic Components (Capacitors, Crystal Devices, Connectors, Power Semiconductor Devices, etc.)
Printing Devices
This reporting segment develops, manufactures
and sells a wide variety of electronic components and devices for diverse fields that include information and communications equipment, industrial equipment and automotive-related markets.
(4) Communications Group
Mobile Phones
M2M Modules
Information Systems and Telecommunication Services
This reporting segment develops, manufactures and sells smartphones and mobile phones embedded with our unique functions as well as develops
communication modules with expectations of growing demand in the IoT (Internet of Things) society as well as information systems and telecommunication services such as ICT (Information and Communication Technology) solutions, engineering services
businesses and so on.
(5) Document Solutions Group
Printers
Multifunctional Products
Document Solutions
Supplies
This reporting segment supplies printers and multifunctional products (MFPs) that realize long life cycle and low running costs thanks to the use of our
amorphous silicon photoreceptor drums. We are also rolling out document solutions worldwide that support the optimization of a customer’s document environment through the provision of application software enabling connection between a
customer’s document management system and mobile terminals or cloud environments. We are also strengthening our ECM (Enterprise Contents Management) business that computerizes a company’s data so that it can be controlled and managed in a
more comprehensive and efficient manner as well as Document BPO that provides outsourcing services for document-related business.
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(6) Life & Environment Group
Solar Power Generating System related Products
Medical Devices
Jewelry and Ceramic Knives
This reporting segment
develops, manufactures and sells products related life and environment such as solar modules for commercial and residential uses, solar energy related products including storage batteries and energy management systems, medical devices including
prosthetic joints and dental prosthetics, jewelry, and kitchen accessories including ceramic knives.
Sales and Distributions
Kyocera’s products and services are supplied worldwide through our sales personnel as well as by sales companies within our group and by third-party
distributors.
We have regional sales and design application personnel in strategic locations to provide technical and sales support for customers and
distributors. We believe that this combination of distribution channels leads to a high level of market penetration and efficient coverage of services for our customers.
A wide range of component, device and equipment products in the Industrial & Automotive Components Group are sold to various industrial equipment and
automotive-related industries worldwide that include the semiconductor industry through our distributors in addition to direct sales.
Most sales in the
Semiconductor Components Group are made directly to device, component and equipment manufacturers in Japan and overseas.
Sales in the Electronic Devices
Group are made directly to device and equipment manufacturers in Japan and overseas as well as through active use of distributors.
In the Communications
Group, we supply smartphones and mobile phones to telecommunications carriers in Japan and North America in the mobile handset business. In the communication modules (M2M modules) business, we supply products mainly through telecommunications
carriers to automobile manufacturers and power companies. In the information and communication services business, we provide ICT and management consulting businesses primarily to general companies and public institutions centered on Japan, as well
as engineering business to telecommunications carriers, wireless equipment vendors and solar power generation operators.
In the Document Solutions Group,
we provide document solutions that resolve customers’ management issues, including Kyocera brand printers and MFPs that boast long life and produce minimal waste, mainly via 35 sales companies in over 140 countries. We primarily deal with major
customers around the world by way of direct sales.
In the solar energy business in the Life & Environment Group, solar modules and solar power
generating systems are sold to global users via direct sales, sales subsidiaries and other methods, including through distributors. In addition, we sell power storage systems and energy management systems through distributors, franchises and home
builders in Japan.
In the medical and dental implant business, prosthetic joints, artificial bones and dental implants are sold to hospitals and dental
clinics through distributors.
Jewelry and applied ceramic products such as ceramic knives are sold through direct retail shops and general retailers as
well as the internet.
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Domestic sales are made predominantly in the Japanese yen, while overseas sales are made in a variety of
currencies, but predominantly in the U.S. dollar and the Euro.
Sources and Availability of Raw Materials and Supplies
We purchase a variety of raw materials and other materials for our business activities.
The principal raw materials include alumina, zirconia, silicon nitride, polycrystalline silicon, nickel powder and epoxy resins. These raw materials are used
mainly in the manufacturing of products for the Components Business. The main materials supplied for use as key components are chip sets and liquid crystal displays in the Equipment & Systems Business. The Kyocera Group procures some of the
materials and components that it uses in its respective businesses from within the Group since it develops a wide range of products spanning from materials to systems and services. The internally manufactured components also include core components
that contribute to the differentiation of parts and equipment.
Our basic policy is to procure raw materials and other materials from several companies to
ensure stable procurement at a fair price. We may limit the number of suppliers as an exception (1) if the final customer selects the material supplier or (2) to maintain the quality of a final product.
The purchase price of these raw materials and other materials fluctuates depending on the supply-demand situation, the impact of such things as the rising
cost of raw materials and fuel, and foreign currency exchange rates in the case purchases are made in foreign currencies from suppliers overseas. Kyocera’s businesses are many and varied, and we are working to enhance our price negotiating
power when procuring raw materials and other materials through the ties we have inside the Group. We are also striving to absorb the rising cost of raw materials and other materials in each business by making internal improvements that include cost
reductions.
In addition, we may also conclude long-term agreements with suppliers for certain raw materials in consideration of the future supply-demand
balance.
In fiscal 2018, we were able to procure raw materials and other materials in line with our production plans.
Kyocera has entered into long-term purchase agreements with a specific supplier for purchasing polysilicon material used in its solar energy business. For
detailed information regarding these purchase agreements, please refer to “Long-term purchase agreements for the supply of raw materials” in Item 5.F. “Tabular Disclosure of Contractual Obligations.”
For details on Kyocera’s supply chain management and dealing with conflict minerals, please refer to the following websites, respectively.
“Kyocera Supply-Chain CSR Deployment Guideline”
https://global.kyocera.com/ecology/social/images/csr_guide.pdf
“Conflict Minerals Report”
https://global.kyocera.com/ir/financial/cmr.html
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Patents and Licenses
Our success and competitive position depend on a number of significant patents, licenses and trade secrets relating to our manufacturing and sales processes
and products. All of Kyocera’s intellectual properties are considered to be important. However, Kyocera believes that neither its expiration nor termination of any specific intellectual properties would have significant impact on Kyocera’s
entire operation. The following table sets forth information, as of March 31, 2018, with respect to our significant patents and license agreements.
(a) License permitted to produce products
Counterparty Country Contents Period
Qualcomm Incorporated United States License under patents regarding mobile phone From August 31, 1996 to patent expiration
(b) License—cross agreements
Counterparty Country Contents Period
Canon Inc. Japan License under patents regarding electric photo printer From April 1, 2012 to patent expiration
Competitive Position
(1) Industrial & Automotive Components Group
Kyocera
has continued to cultivate new markets since our founding through the development of fine ceramic materials and products. At present, we supply fine ceramic parts to a wide array of markets such as the information and communications market and the
industrial machinery market, which includes semiconductors. We boast production technology and production capacity for these products that enable us to meet customer requirements, which include ceramic materials technology and design expertise
accumulated in the process of cultivating new markets. This is one of the key reasons that we have been able to differentiate our products from those of our rivals, and through this, we have established a position as a global leading manufacturer.
In automotive components, we have products that boast the top market share in powertrain parts that utilize fine ceramic technology. In addition, we are
striving to increase our share of automotive cameras, an area on the rise to boost automotive safety, by developing new products and technologies.
In
liquid crystal displays, we are focusing on the development of small- and medium-sized products and are seeking to expand business mainly for automotive and industrial applications. In particular, we are
working to further strengthen our competitiveness by concentrating on the development of new liquid crystal displays for automotive use.
In the
industrial tool business, Kyocera’s products are used primarily for metallic processing in automotive-related markets. Although we have many competitors globally, we provide a diverse array of cutting tools for processing machinery based on
advanced materials technology that contribute to enhanced productivity for our customers. We are also developing products for a wide range of markets in addition to the automotive industry, including the aviation and energy markets, and are
expanding our lineup of pneumatic tools and power tools, for example, through aggressive merger and acquisition activity, in an effort to expand business as a comprehensive tool manufacturer.
(2) Semiconductor Components Group
In this reporting segment,
we are working to strengthen global competitiveness by developing business for ceramic material components such as ceramic packages, and business for organic multilayer packages, multilayer printed wiring boards (PWBs) and organic packaging
materials.
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In the ceramic material components business, Kyocera has established its position as a leader in the global
market through sophisticated development, production technology and supply capabilities. We will maximize use of these outstanding management resources and work to broadly expand the application of ceramic material components for the digital
consumer equipment market as well as the automotive-related markets, optical communications market, medical market, IoT-related markets and other areas. We are also working to maintain and improve our high
market position by actively expanding production capacity in response to growing market needs. Our main competitors in this domain are Japanese manufacturers.
In the organic multilayer package and multilayer PWB business, our main competitors are Japanese and Asian manufacturers. Kyocera has become a leading
supplier of high-end flip-chip packages and advanced multilayer PWBs used in communications infrastructure such as servers and routers demanding exceptional electrical properties and reliability. In addition,
we are working to develop new products that leverage our capabilities in thin substrate technology amassed over the years, for smartphones and other mobile terminals requiring smaller, thinner packages, to bolster our business competitiveness.
(3) Electronic Devices Group
Kyocera develops and manufactures
a wide variety of capacitors, crystal components, connectors, thermal printheads, inkjet printheads, power semiconductors, sensors, and wireless communications antennas. We develop our business with our extensive product lineup for diverse
applications worldwide.
Kyocera is a leading supplier of parts for high-end smartphones by focusing on the
development of products in cutting-edge fields that meet needs such as for miniaturization and high performance in capacitors, crystal components and connectors. In particular, we are striving to expand our market share in multilayer ceramic
capacitors (MLCCs), where demand is growing, by actively introducing new products and increasing production capacity. AVX Corporation (AVX), our subsidiary, is a world-class supplier in the tantalum capacitor market that develops products for a
broad array of fields, including general industry, automotive-related and communications infrastructure. AVX is seeking to expand its product lineup and market share through aggressive merger and acquisition activity.
In addition, we boast high market share in thermal printheads used for barcode printing and in inkjet printheads used in industries such as the textile
printing market. We are striving to further boost our market share by actively releasing new products and expanding applications.
(4) Communications
Group
Kyocera supplies smartphones and feature phones in Japan and overseas. Our main competitors are mobile phone manufacturers in the United States,
Asia and Japan. Kyocera is focusing on developing products that provide a level of differentiation such as by adding waterproof and robustness features. In particular, we are developing an array of products, from simple mobile phones to
sophisticated smartphones, for the Japanese market, and by doing so, we are meeting diverse user needs. Additionally, we are developing communication modules (M2M modules), an area of growing demand, for automobiles and the IoT and thus striving to
expand business fields by developing applications for communications technology. In the communication module field, we have been able to release products ahead of the competition by utilizing relationships with major carriers in Japan that we have
built up in our mobile phone business and this has become a strength in terms of enabling response to the increasing sophistication of technology.
In the
information and communications services business, Kyocera develops business mainly in Japan. In the ICT business, which primarily involves the development of application-related software and security-related software, we are developing and supplying
products that meet user needs in line with the proliferation of the IoT. We have also become a leading company in the LPWA (Low Power Wide Area) communications services field in Japan by securing license as the only operator in Japan that can deploy
Sigfox, an LPWA network where there are growing needs.
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(5) Document Solutions Group
In this reporting segment, Kyocera manufactures and sells printers and MFPs, and provides solution services in the global market. Our competitors are mainly
leading Japanese and U.S. manufacturers of document equipment.
Kyocera develops environmentally friendly products through unique, long-life photoreceptor
drums, including amorphous silicon drums and a positive single layer photoconductor (PLSP) drums, and low-power-consumption systems. Our products have been differentiated from the competition by realizing
lower running costs. Kyocera is also increasing efficiency in development through the use of platforms and module-based design for equipment, which has heightened cost competitiveness. In addition, we have expanded our product lineup through
broad-reaching product development, from high-end to low-end products, and are meeting customer needs.
In addition to expanding equipment development, Kyocera is working to further enhance competitiveness by bolstering our document solutions business. We are
building up our MDS (Managed Document Services) business to provide the optimal document environment for each customer through unique HyPAS (Hybrid Platform for Advanced Solutions), which enables users to embed various applications and software that
meet user needs in document equipment to connect with a cloud computing environment or mobile terminals. Aside from this, we are further heightening the value we provide to customers in our document solutions business by adding companies that handle
ECM (Enterprise Contents Management) and document BPO (Business Process Outsourcing) via merger and acquisition activity.
(6) Life & Environment
Group
In this reporting segment, Kyocera mainly provides solar modules and power generating systems. The solar energy industry has a high number of
competitors and competition is becoming increasingly severe from the perspectives of price and technology. Despite this, Kyocera is working to expand business by leveraging competitive advantages in products that realize high conversion efficiency
and long-term reliability based on technology backed up by experience accumulated over more than 40 years as one of the pioneering companies in the industry.
Kyocera manufactures crystalline silicon solar cells and, in particular, we have an integrated production system for the entire manufacturing process from
silicon ingots to solar modules for multicrystalline silicon solar cells, thus allowing thorough quality control and cost reductions in each process. As a result, we can realize exceptional reliability and enhance cost competitiveness. In addition,
Kyocera has generated top-class results in installing solar power generating systems for public and commercial use in Japan by providing system design, construction and maintenance. Kyocera is actively seeking
to expand its energy solutions business by strengthening development, particularly for power storage batteries and an Energy Management System (EMS), by utilizing the Group’s management resources and knowhow with the aim of capturing demand for
home electricity self-consumption, an area that continues to grow. Further, a strong financial base enabling the provision of after-sales service and maintenance over a long period serves as a competitive advantage for us.
In the medical device business, our main products are prosthetic joints and dental implants, and we deal primarily with the Japanese market. Kyocera commands top-class competitiveness as a manufacturer in Japan. In prosthetic joints, we are working to further strengthen competitiveness by leveraging the properties of fine ceramics, which feature high biocompatibility,
and developing products with longer life and enhanced antibacterial characteristics. We are also striving to expand business scale as we eye foray into overseas markets.
Apart from the aforementioned strengths in each business, Kyocera also pursues greater synergies within the Group to further strengthen business. In
particular, we are promoting the use of artificial intelligence (AI) and robots with the aim of increasing productivity. In addition, we are working to strengthen our competitiveness by aggressively utilizing external management resources, which
includes merger and acquisition activity and collaborations.
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Government Regulation
There are various governmental regulations specifically applicable to industries in which Kyocera operates, including regulations relating to business and
investment approvals, export regulations, tariffs, intellectual properties, consumer and business taxation, exchange controls, and material procurement in public works. Kyocera does not believe that such governmental regulations currently have
significant effects on its business.
Environmental Regulation
Kyocera is also subject to various regulations concerning the environment of the countries where it operates. These regulations cover air emissions, wastewater
discharges, the handling, disposal and remediation of hazardous substances, wastes and certain chemicals used or generated in Kyocera’s manufacturing process, employee health and safety, labeling or other notifications with respect to the
content or other aspects of our processes, products or packaging, restrictions on the use of certain materials in or on design aspects of its products or product packaging, and responsibility for disposal of products or product packaging. They also
include several regulations for chemical substance in products, such as the European Union Directive on the Restriction on the Use of Certain Hazardous Substances in Electrical and Electronic Equipment (RoHS Directive), the European Union Directive
on Waste Electrical and Electronic Equipment (WEEE Directive), the European Union’s Registration, Evaluation, Authorization and Restriction of Chemicals (REACH), and similar regulations required in other countries and areas including China.
Based on our periodic reviews of the operating policies and practices at all of our facilities, Kyocera believes that it is not involved in any pending or threatened proceedings that would require curtailment of its business, and its operations are
currently in substantial compliance, in all material respects, with all applicable environmental laws and regulations. Accordingly, the cost of continuing compliance will not be considered to have a material effect on our financial condition or
results of operations.
In addition to the above environmental regulations, AVX Corporation, a U.S. based subsidiary, has been identified by the United
States Environmental Protection Agency (EPA), state governmental agencies or other private parties as a potentially responsible party (PRP) under the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA) or equivalent state
or local laws for clean-up and response costs associated with certain sites at which remediation is required with respect to prior contamination. Because CERCLA has generally been construed to authorize joint
and several liability, the EPA could seek to recover all clean-up costs from any one of the PRPs at a site despite the involvement of other PRPs. At certain sites, financially responsible PRPs other than AVX
Corporation also are, or have been, involved in site investigation and clean-up activities. AVX Corporation believes that liability resulting from these sites will be apportioned between AVX Corporation and
other PRPs.
To resolve its liability at the sites at which AVX Corporation has been named a PRP, AVX Corporation has entered into various administrative
orders and consent decrees with federal and state regulatory agencies governing the timing and nature of investigation and remediation. As is customary, the orders and decrees regarding sites where the PRPs are not themselves implementing the chosen
remedy contain provisions allowing the EPA to reopen the agreement and seek additional amounts from settling PRPs in the event that certain contingencies occur, such as the discovery of significant new information about site conditions.
Other Regulation
Kyocera did not conduct any
transactions with Iran-related organizations within the scope of Section 13(r) of the U.S. Securities Exchange Act of 1934 in fiscal 2016, 2017 and 2018.
C. Organizational Structure
We had 264 subsidiaries and affiliates as of March 31, 2018. Our management structure is based on a business segment structure. Therefore, the management
of each segment is conducted uniformly regardless of whether our operations are conducted by the parent company or by one of our subsidiaries.
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The following table sets forth information, as of March 31, 2018, with respect to our significant
subsidiaries.
Name Country of Incorporation Percentage held by Kyocera Main Business
(1) Industrial & Automotive Components Group
Kyocera Display Corporation Japan 100.00% Development, manufacture and sale of Liquid Crystal Displays
Kyocera Industrial Tools Corporation Japan 80.00% Development, manufacture and sale of Industrial Tools
Dongguan Shilong Kyocera Co.,Ltd. China 90.00% Manufacture of Liquid Crystal Displays and Industrial Tools
Kyocera Precision Tools Korea Co.,Ltd. Korea 90.00% Manufacture and sale of Industrial Tools
Kyocera Senco Industrial Tools, Inc. United States 100.00% Development, manufacture and sale of Industrial Tools
Kyocera Fineceramics GmbH Germany 100.00% Sale of Fine Ceramic Components, Semiconductor Components and Printing Devices mainly in Europe
Kyocera Unimerco A/S Denmark 100.00% Development, manufacture and sale of Industrial Tools
(2) Semiconductor Components Group
Shanghai Kyocera Electronics Co.,Ltd. China 100.00% Manufacture of Ceramic Packages
Kyocera Korea Co.,Ltd. Korea 100.00% Sale of Semiconductor Components mainly in Korea
Kyocera Asia Pacific Pte. Ltd. Singapore 100.00% Sale of Industrial Tools and Semiconductor Components mainly in Asia
Kyocera Vietnam Co.,Ltd. Vietnam 100.00% Manufacture of Ceramic Packages
(3) Electronic Devices Group
Kyocera (China) Sales & Trading Corporation China 90.00% Sale of Industrial Tools, Ceramic Packages and Electronic Components mainly in China
AVX Corporation United States 72.31% Development, Manufacture and sale of Electronic Components
(4) Communications Group
Kyocera Communication Systems Co.,Ltd. Japan 76.30% Information Systems and Telecommunication Services
Kyocera International, Inc. United States 100.00% Manufacture and sale of Fine Ceramic Components and Semiconductor Components, and sale of Mobile Phones
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Name Country of Incorporation Percentage held by Kyocera Main Business
(5) Document Solutions Group
Kyocera Document Solutions Inc. Japan 100.00% Development, manufacture and sale of Printers and Multifunctional Products
Kyocera Document Solutions Japan Inc. Japan 100.00% Sale of Printers and Multifunctional Products mainly in Japan
Kyocera Document Technology (Dongguan) Co.,Ltd. China 92.76% Manufacture of Printers and Multifunctional Products
Kyocera Document Technology Vietnam Co.,Ltd. Vietnam 100.00% Manufacture of Printers and Multifunctional Products
Kyocera Document Solutions America, Inc. United States 100.00% Sale of Printers and Multifunctional Products mainly in North America
Kyocera Document Solutions Europe B.V. Netherlands 100.00% Sale of Printers and Multifunctional Products mainly in Europe
Kyocera Document Solutions Deutschland GmbH Germany 100.00% Sale of Printers and Multifunctional Products mainly in Europe
TA Triumph-Adler GmbH Germany 100.00% Sale of Printers and Multifunctional Products mainly in Europe
(6) Life & Environment Group
Kyocera Solar Corporation Japan 100.00% Construction of Solar Power Generating System related Products
Kyocera (Tianjin) Solar Energy Co.,Ltd. China 90.00% Manufacture of Solar Power Generating System related Products
In addition to the above consolidated subsidiaries, Kyocera had 227 other consolidated subsidiaries as of March 31, 2018.
Kyocera also had interests in one subsidiary accounted for by the equity method and 11 affiliates accounted for by the equity method as of March 31, 2018.
At a meeting of Board of Directors held on May 25, 2018, Kyocera Corporation made a resolution to conduct an absorption-type merger with Kyocera Display
Corporation.
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D. Property, Plants and Equipment
As of March 31, 2018, we had property, plants and equipment with a net book value of ¥300,924 million. During the five years ended March 31,
2018, we invested a total of ¥336,514 million for additions to property, plants and equipment. Our property, plants and equipment are subject to some material encumbrances or environmental issues. See Item 5.A. “Operating Results”
of this annual report on Form 20-F.
The following table sets forth information with respect to our principal
manufacturing facilities as of March 31, 2018.
Name of Plant Location Status Floor Space Principal Products Manufactured
(in thousands of square feet)
Japan
Hokkaido Kitami Plant Kitami, Hokkaido Owned 295 Mobile Phones, M2M Modules, Ceramic Packages, Fine Ceramic Components
Yamagata Higashine Plant Higashine, Yamagata Owned 388 Electronic Components
Niigata Shibata Plant Shibata, Niigata Owned 330 Organic Multilayer Substrates and Boards
Toyama Nyuzen Plant Shimoniikawa, Toyama Owned 327 Organic Multilayer Substrates and Boards
Nagano Okaya Plant Okaya, Nagano Owned 386 Fine Ceramic Components, Industrial Tools, Printing Devices
Tamaki Plant Watarai, Mie Owned 393 Toner
Shiga Gamo Plant Higashi-Ohmi, Shiga Owned 692 Fine Ceramic Components, Ceramic Packages
Shiga Yokaichi Plant Higashi-Ohmi, Shiga Owned 1,511 Fine Ceramic Components, Industrial Tools, Solar Power Generating System related Products
Shiga Yasu Plant Yasu, Shiga Owned 1,810 Solar Power Generating System related Products, Liquid Crystal Displays
Kyoto Ayabe Plant Ayabe, Kyoto Owned 843 Organic Multilayer Substrates and Boards
Hirakata Plant Hirakata, Osaka Owned 593 Toner
Kagoshima Sendai Plant Satsuma-Sendai, Kagoshima Owned 2,006 Fine Ceramic Components, Industrial Tools, Semiconductor Components
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Name of Plant Location Status Floor Space Principal Products Manufactured
(in thousands of square feet)
Kagoshima Kokubu Plant Kirishima, Kagoshima Owned 2,462 Fine Ceramic Components, Automotive Components Ceramic Packages, Electronic Components, Printing Devices
Kagoshima Hayato Plant Kirishima, Kagoshima Owned 278 Printing Devices
United States
Balboa Plant San Diego, California Owned 258 Ceramic Packages
Fountain Inn Plant Fountain Inn, South Carolina Owned 370 Electronic Components
Broadwell Plant Cincinnati, Ohio Owned 541 Industrial Tools
Mexico
Tijuana Plant Tijuana Owned 362 Semiconductor Components
El Salvador
San Salvador Plant San Salvador Owned 420 Electronic Components
France
Saint-Apollinaire Plant Saint-Apollinaire Leased 322 Electronic Components
Czech Republic
Lanskroun Plant Lanskroun Owned 542 Electronic Components
Uherske Hradiste Plant Uherske Hradiste Owned 336 Electronic Components
China
Tianjin Plant Tianjin Owned 520 Electronic Components
Tianjin Plant Tianjin Owned 308 Solar Power Generating System related Products
Shanghai Pudong Plant Shanghai Owned 1,026 Ceramic Packages
Zhangjiagang Plant Zhangjiagang, Jiangsu Owned 365 Liquid Crystal Displays
Shilong Plant Dongguan, Guangdong Owned 2,331 Printers, Multifunctional Products
Shilong Plant Dongguan, Guangdong Owned 697 Industrial Tools, Liquid Crystal Displays, Printing Devices
Dalian Plant Dalian Owned 518 Industrial Tools
Thailand
Lamphun Plant Lamphun Owned 264 Electronic Components
Vietnam
Hung Yen Plant Hung Yen Owned 959 Ceramic Packages
Hai Phong Plant Hai Phong Owned 794 Printers, Multifunctional Products
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