Marantz, Denon Complete Merger

May 15, 2002 12:00 PM, Editors

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D&M Holdings Inc., a joint holding company formed to merge the operations of Marantz Japan Inc. and Denon, announced yesterday the completion of the merger. The two companies will maintain the established Marantz and Denon brands. Denon's and Marantz’ combined experience in the home theater, A/V consumer electronics and professional audio markets exceeds 130 years.

D&M Holdings (Sagamihara City, Japan) has succeeded Marantz as a publicly traded concern on the Second Section of the Tokyo Stock Exchange. Ripplewood Holdings LLC, Denon’s largest shareholder, will become the majority shareholder in D&M Holdings, which has 1,650 employees around the world. Royal Phillips Electronics, which owned 49% of Marantz Japan, now owns 14.7% in D&M Holdings.

Tatsuo Kabumoto, former chairman and CEO of Marantz who is now president and CEO of D&M Holdings, said D&M Holdings will capitalize on the strategic benefits resulting from the combined companies. "The merged company formed will create a powerful force in the premium home theater and audio-video market. By combining these two companies, D&M will be able to obtain significant improvements in margins and cash flow. Moreover, D&M will be well-positioned to take advantage of the growth in this market segment given the high demand of home theater products and the digitalization of this market segment," Kabumoto said.

All shares of Marantz and Denon were transferred to D&M Holdings, making both entities wholly owned subsidiaries. Former Marantz shareholders received one share of D&M Holdings for each Marantz share, and former Denon shareholders received 0.4416 shares of D&M Holdings for each Denon share. Former Marantz shareholders will hold approximately 30% of the new company, and former Denon shareholders will own approximately 70% of the new company. The Denon and Marantz brand names will be maintained, as well as their sales and marketing, and brand-specific product and distribution channels.






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