Toppan to acquire DuPont Photomasks in $650 million deal

The two companies said Tuesday (Oct. 5) that they had signed a definitive agreement under which Toppan would pay U$27.00 per share to acquire all the outstanding shares of DuPont Photomasks, thereby creating the world's largest photomask supply company.

Toppan, founded in 1900, is a giant company that covers every aspect of printing from commercial printing of publications and packaging, through decorative materials and on to electronics and optronics manufacturing techniques. In the fiscal year ended March 31, 2004, Toppan posted revenues of 1,297.4 billion yen (about US$11.8 billion), with the electronics division, including photomasks, accounting for about 20 percent of the total.

In contrast DuPont Photomasks has been specialized and dedicated provider of photomasks to those companies that have either got rid of, or have been set-up without, their own maskshops.

The boards of directors of both companies have approved the acquisition and E.I. du Pont de Nemours and Company (DuPont), which owns approximately 20 percent of DuPont Photomasks has agreed to vote its shares in favor of the transaction, the companies said. The transaction is subject to regulatory approvals and DuPont Photomasks shareholder approval and is expected to close in early 2005.

Following completion of the transaction, DuPont Photomasks is set to become a wholly-owned subsidiary of Toppan to be named Toppan Photomasks Inc. and remain headquartered in Round Rock, Texas. Akihiro Nagata, head of Toppan's Electronics Division, is expected to become chairman of Toppan Photomasks Inc. with Marshall Turner, current chairman and chief executive officer of DuPont Photomasks, remaining in place as chief executive officer.

"Photomasks are a core business for Toppan and are positioned as a key engine for our future growth. Through this acquisition, Toppan is moving to meet an evolving need among semiconductor manufacturers for comprehensive photomask product supply based on an advanced technology development capability, through a global network," said Naoki Adachi, president and chief executive officer of Toppan, in a statement.