Form 6-K
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR

15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the Month of February, 2016

Commission File Number: 1-6784

Panasonic Corporation

1006, Oaza Kadoma,

Kadoma City, Osaka 571-8501

Japan

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F  x    Form 40-F  ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101 (b)(1):     

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101 (b)(7):     

 

 

 


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This Form 6-K consists of:

 

  1. News release issued on February  25, 2016, by Panasonic Corporation (the registrant), announcing company split (simplified absorption type) to integrate management business of subsidiary of Panasonic Industrial Devices Taiko Co., Ltd., a wholly-owned subsidiary.

 

  2. News release issued on February 25, 2016, by the registrant, announcing changes of representative directors.

 

  3. News release issued on February 25, 2016, by the registrant, announcing dividends forecasts.


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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Panasonic Corporation

By:

 

/s/ HIROHISA IKUTOMI

  Hirohisa Ikutomi, Attorney-in-Fact
  Manager of Disclosure & Investor Relations Office, Disclosure Section,
  Panasonic Corporation

Dated: February 29, 2016


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February 25, 2016

 

FOR IMMEDIATE RELEASE   
Media Contacts:    Investor Relations Contacts:
Chieko Gyobu (Japan)    Yukie Takakuwa (Japan)
Public Relations Department    Disclosure & Investor Relations Office
(Tel: +81-3-3574-5664)    (Tel: +81-6-6908-1121)
Panasonic News Bureau (Japan)    Yuko Iwatsu (U.S.)
(Tel: +81-3-3542-6205)    (Tel: +1-201-348-7000)
Jim Reilly (U.S.)   
(Tel: +1-201-392-6067)   
Anne Guennewig (Europe)   
(Tel: +49-611-235-457)   

Panasonic Announces Company Split (Simplified Absorption Type) to Integrate Management Business of Subsidiary of Panasonic Industrial Devices Taiko Co., Ltd., a Wholly-Owned Subsidiary

Osaka, Japan, February 25, 2016 – Panasonic Corporation ([TSE:6752] “Panasonic”) today announced that its Board of Directors has decided to succeed management business of subsidiary of Panasonic Industrial Devices Taiko Co., Ltd. (“PIDTA”) (the “Business”), a wholly-owned consolidated subsidiary of Panasonic, through an absorption-type company split (the “Company Split”). The Company Split is expected to take effect on March 31, 2016. Details of the Company Split are outlined below.

The Company Split will be conducted through a simplified absorption-type company split to succeed a part of wholly-owned subsidiary, accordingly, some of the matters and details for disclosure relating to the Company split have been omitted.

 

1. Purpose of the Company Split

Panasonic Industrial Devices Taiko Shenzhen Co., Ltd. (“PIDTASZN”) in Guangdong Province of the People’s Republic of China (China), which is the objective of the PIDTA’s management business, mainly engages in the production and sales of products designed by PIDTA, such as automotive relays. Targeting the growing automotive market in China, PIDTASZN will expand its product lineup in addition to automotive relays, including automotive switches, sensors, other than the products designed by PIDTA.

With the Company Split, the Company intends to accelerate the expansion of the product lineup and establish a more efficient governance structure. It will also aim to achieve continuous business growth and increase the Company’s value by utilizing management resources within the group.


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2. Summary of the Company Split

 

(1)      Schedule of the Company Split
   February 25, 2016    Resolution of the Board of Directors on the Company Split
   February 25, 2016    Execution of the Company Split agreement
   March 31, 2016 (planned)    Effective date of the Company Split
  

 

(Note: Since, for Panasonic, the Company Split falls under a simplified absorption-type company split, as set forth in Article 796, Paragraph 2 of the Companies Act, and for PIDTA, the Company Split falls under a short form absorption-type company split as set forth in Article 784, Paragraph 1 of the Companies Act, resolutions of shareholders’ meetings of both companies concerning approval of the absorption-type company split will not be held.)

(2)    Method of the Company Split
   The Company Split is an absorption-type company split in which PIDTA is the splitting company and Panasonic is the succeeding company (simplified absorption-type company split).
(3)    Allotment of shares in relation to the Company Split
   There shall be no allotment of shares or other consideration upon the Company Split.
(4)    Treatment of stock acquisition rights and bonds with stock acquisition rights upon the Company Split
   PIDTA has not issued any stock acquisition rights or bonds with stock acquisition rights.
(5)    Increase or decrease in stated capital as a result of the Company Split
   There shall be no increase or decrease in the stated capital of Panasonic as a result of the Company Split.
(6)    Rights and obligations to be transferred to the succeeding company
   Panasonic will succeed to all the equity interest that PIDTA holds in PIDTASZN in relation to the Business.
(7)    Prospects for performance of liabilities
   Panasonic believes that there will be no concern in fulfilling its obligations required to be performed after the effective date of the Company Split.


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3. Outline of Companies that are Parties to the Company Split

 

    

Succeeding Company

(As of September 30, 2015)

    

Splitting Company

(As of September 30, 2015)

(1)    Corporate name

   Panasonic Corporation       Panasonic Industrial Devices Taiko Co., Ltd.

(2)    Head office

   1006, Oaza Kadoma, Kadoma City, Osaka, Japan        1843-6, Higashiyama, Kamiishigami, Otawara City, Tochigi, Japan

(3)    Name and title of representative

   President, Kazuhiro Tsuga       President, Hiroyuki Tanaka

(4)    Principal lines of business

   Manufacture and sale of electronic and electric equipment, etc.        Development/design and manufacturing of relays and sensors for vehicle electric system units

(5)    Stated capital

   258,740 million yen       452 million yen

(6)    Date established

   December 15, 1935       February 28, 1958

(7)    Total number of outstanding shares

   2,453,053,497 shares       905,000 shares

(8)    Fiscal year end

   March 31       March 31

(9)    Major shareholders and shareholding ratios

   Japan Trustee Services Bank, Ltd. (trust account)      5.42%        Panasonic Corporation    100%
   The Master Trust Bank of Japan, Ltd. (trust account)      5.00%          
   State Street Bank and Trust Company      3.57%          
   Nippon Life Insurance Company      2.81%          
   Panasonic Corporation Employee Shareholding Association      1.77%          

 

(10)  Financial conditions and business performance for immediately preceding fiscal year

 

  
    

Panasonic Corporation

(Consolidated, U.S. GAAP)

(The year ended March 31, 2015)

    

Panasonic Industrial Devices

Taiko Co., Ltd.

(Non-consolidated, Japan GAAP)

(The year ended March 31, 2015)

Net assets    1,992,552 million yen       1,015 million yen
Total assets    5,956,947 million yen       6,388 million yen
Shareholders’ equity per share    788.87 yen       1,121.28 yen
Net sales    7,715,037 million yen       14,364 million yen
Operating profit    381,913 million yen       566 million yen
Ordinary income          582 million yen
Net income attributable to Panasonic Corporation / PIDTA    179,485 million yen       405 million yen
Net income per share attributable to Panasonic Corporation / PIDTA    77.65 yen       447.75 yen


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Notes:   

1.      As of September 30, 2015, Panasonic holds 132,162 thousand shares of its common stock.

 

2.      For Panasonic, the amount of “Total equity” on consolidated basis in accordance with the United States Generally Accepted Accounting Principles (U.S. GAAP) is presented instead of “Net assets.”

 

3.      As for PIDTA, the amount of “Net assets per share” is presented in the “Shareholders’ equity per share” column.

 

4.      With respect to Panasonic, the item “Ordinary income” is omitted since such item does not exist under U.S. GAAP which Panasonic adopts on a consolidated basis.

 

4. Outline of the Business to be Succeeded due to the Company Split

 

  (1) Outline of the business to be succeeded

Business related to the management of the subsidiary (PIDTASZN)

 

  (2) Operating results of the business to be succeeded

(Million yen)

     Business to be succeeded
(a) (The year ended
March 31, 2015)
    PIDTA (b) (The year ended
March 31, 2015)
     Ratio (a/b)  

Net sales

     0        14,364           

Operating profit

     (Note     566           

 

  Note: The operating profit of the business to be succeeded includes labor costs of employees engaged in the business. The labor costs are insignificant.

 

  (3) Assets and liabilities of the business to be succeeded (As of March 31, 2016 expected)

(Million yen)

 

Assets

     Liabilities  

Item

   Book value      Item    Book value  

Current assets

     0       Current liabilities      0   

Fixed assets

     2,367       Fixed liabilities      0   

Total

     2,367       Total      0   

 

5. Status of Panasonic after the Company Split

Corporate name, head office, name and title of representative, principal lines of business, stated capital and fiscal year end of Panasonic shall not be changed as a result of the Company Split.

 

6. Financial Outlook

It is expected that there shall be no material effect due to the Company Split on the consolidated financial outlook of Panasonic for fiscal year ending March 31, 2016.


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Disclaimer Regarding Forward-Looking Statements

This press release includes forward-looking statements (that include those within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934), as amended about Panasonic and its Group companies (the Panasonic Group). To the extent that statements in this press release do not relate to historical or current facts, they constitute forward-looking statements. These forward-looking statements are based on the current assumptions and beliefs of the Panasonic Group in light of the information currently available to it, and involve known and unknown risks, uncertainties and other factors. Such risks, uncertainties and other factors may cause the Panasonic Group’s actual results, performance, achievements or financial position to be materially different from any future results, performance, achievements or financial position expressed or implied by these forward-looking statements. Panasonic undertakes no obligation to publicly update any forward-looking statements after the date of this press release. Investors are advised to consult any further disclosures by Panasonic in its subsequent filings under the Financial Instrument and Exchange Act of Japan (the FIEA) and other publicly disclosed documents.

The risks, uncertainties and other factors referred to above include, but are not limited to, economic conditions, particularly consumer spending and corporate capital expenditures in the Americas, Europe, Japan, China and other Asian countries; volatility in demand for electronic equipment and components from business and industrial customers, as well as consumers in many product and geographical markets; the possibility that excessive currency rate fluctuations of the U.S. dollar, the euro, the Chinese yuan and other currencies against the yen may adversely affect costs and prices of Panasonic’s products and services and certain other transactions that are denominated in these foreign currencies; the possibility of the Panasonic Group incurring additional costs of raising funds, because of changes in the fund raising environment; the possibility of the Panasonic Group not being able to respond to rapid technological changes and changing consumer preferences with timely and cost-effective introductions of new products in markets that are highly competitive in terms of both price and technology; the possibility of not achieving expected results or incurring unexpected losses in connection with the alliances or mergers and acquisitions; the possibility of not being able to achieve its business objectives through joint ventures and other collaborative agreements with other companies, including due to the pressure of price reduction exceeding that which can be achieved by its effort and decrease in demand for products from business partners which Panasonic highly depends on in BtoB business areas; the possibility of the Panasonic Group not being able to maintain competitive strength in many product and geographical areas; the possibility of incurring expenses resulting from any defects in products or services of the Panasonic Group; the possibility that the Panasonic Group may face intellectual property infringement claims by third parties; current and potential, direct and indirect restrictions imposed by other countries over trade, manufacturing, labor and operations; fluctuations in market prices of securities and other assets in which the Panasonic Group has holdings or changes in valuation of long-lived assets, including property, plant and equipment and goodwill, deferred tax assets and uncertain tax positions; future changes or revisions to accounting policies or accounting rules; the possibility of incurring expenses resulting from a leakage of customers’ or confidential information from Panasonic’s systems due to unauthorized access or a detection of vulnerability of network-connected products of the Panasonic Group; as well as natural disasters including earthquakes, prevalence of infectious diseases throughout the world, disruption of supply chain and other events that may negatively impact business activities of the Panasonic Group. The factors listed above are not all-inclusive and further information is contained in the most recent English translated version of Panasonic’s securities reports under the FIEA and any other documents which are disclosed on its website.

# # #


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February 25, 2016

FOR IMMEDIATE RELEASE

 

Media Contacts:   Investor Relations Contacts:
Chieko Gyobu (Japan)   Yukie Takakuwa (Japan)
Public Relations Department   Disclosure & Investor Relations Office
(Tel: +81-3-3574-5664)   (Tel: +81-6-6908-1121)
Panasonic News Bureau (Japan)   Yuko Iwatsu (U.S.)
(Tel: +81-3-3542-6205)   (Tel: +1-201-348-7000)
Jim Reilly (U.S.)  
(Tel: +1-201-392-6067)  
Anne Guennewig (Europe)  
(Tel: +49-611-235-457)  

Panasonic Announces Changes of Representative Directors

Osaka, Japan, February 25, 2016 - Panasonic Corporation ([TSE:6752] “Panasonic”), today announced that its Board of Directors has resolved the changes of representative directors, as follows.

For further details, please see attached press release “Panasonic Announces Proposed Senior Management Changes”.

 

1. Reason for Changes

Changes of representative directors due to senior management changes.

 

2. Details of Changes

 

  (1) Newly assigned representative directors (Effective April 1)

 

Name

  

New Responsibility

(Representative Directors)

  

Current Responsibility

Yasuji Enokido    Senior Managing Director    Managing Director
Mototsugu Sato    Senior Managing Director    Managing Director
Tetsuro Homma    Senior Managing Director    Managing Director

 

  (2) Resigning representative director (Effective June 24)

 

Name

  

New Responsibility

  

Current Responsibility

(Representative Director)

Yoshihiko Yamada    Corporate Advisor    Executive Vice President

<Reference> “Panasonic Announces Proposed Senior Management Changes”


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February 25, 2016

Panasonic Announces Proposed Senior Management Changes

Osaka, Japan, February 25, 2016 - Panasonic Corporation ([TSE:6752] “Panasonic”), today announced the following changes of the members of the Board of Directors and Executive Officers, effective April 1, 2016, and proposed changes of the members of the Board of Directors and the Board of Audit & Supervisory Board Members effective June 24, 2016. These proposed changes will be submitted for and subject to approval at the company’s ordinary general meeting of shareholders, and at the Board of Directors’ Meeting and the Audit & Supervisory Board Members’ Meeting to be held on June 24, 2016.

 

1. Resignation of an Executive Officer, etc. (Effective March 31)

 

Name

  

New Responsibility
(Effective April 1)

  

Current Responsibility

Yorihisa Shiokawa    Corporate Advisor    Managing Executive Officer
Regional Head for Latin America
President, Panasonic Latin America
President, Panasonic Marketing Latin America
Takuya Sugita    Corporate Advisor    Vice President, AVC Networks Company
Director, Imaging Network Business Division

 

2. Assignment of Responsibilities as Executive Officers (Effective April 1)

 

Title

  

Name

  

Current Responsibility

Executive Officer    Mitsuki Wada    President, Global Procurement Company
Executive Officer    Tatsuo Katakura    Vice President, AVC Networks Company
In charge of Solutions Business for Japan Region
President, Panasonic System Networks Co., Ltd.
President, System Solutions Company (Japan)
Executive Officer    Kenji Tamura    Vice President, Automotive & Industrial Systems Company
In charge of Energy Business


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Title

  

Name

  

Current Responsibility

Executive Officer    Thomas Gebhardt    President, Panasonic Automotive Systems Company of America, Panasonic Corporation of North America
Executive Officer    Akira Kono    President, Panasonic Consumer Marketing Co., Ltd.
Associate Director, Consumer Marketing Division (Japan), Consumer Marketing Sector for Japan Region, Appliances Company
Executive Officer    Masashi Nagayasu    Managing Officer, Automotive & Industrial Systems Company
Director, Automotive Marketing & Sales Division
Executive Officer    Manish Sharma    Managing Director, Panasonic Marketing India, Panasonic India Pvt. Ltd.

 

3. Members of the Board of Directors, Executive Officers, and their Responsibilities (Effective April 1)

Underline: Changed responsibilities

Title

  

Name

  

New Responsibility
(Effective April 1)

  

Current Responsibility

Chairman
of the Board
   Shusaku Nagae      
Vice Chairman
of the Board
   Masayuki Matsushita      
President    Kazuhiro Tsuga      
Executive Vice President    Yoshihiko Yamada    In charge of Strategic Regions Director, Strategic Regions Business Promotion Division    In charge of Strategic Regions
Director, Strategic Regions Business Promotion Division
Executive Vice President    Kazunori Takami    In charge of Japan Region, Customer Satisfaction, and Design    In charge of Japan Region, Customer Satisfaction, and Design
Senior Managing Director    Hideaki Kawai    In charge of Accounting and Finance, and Groupwide Cost Busters Project    In charge of Accounting and Finance, and Groupwide Cost Busters Project
Senior Managing Director    Yoshiyuki Miyabe    In charge of Technology, Manufacturing, Procurement, Information Systems and Logistics, Intellectual Property, Quality Administration, FF Customer Support & Management, Environmental Affairs, and Motor Business Administration Office    In charge of Technology, Intellectual Property, Manufacturing, and Procurement


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Underline: Changed responsibilities

Title

  

Name

  

New Responsibility
(Effective April 1)

  

Current Responsibility

Senior Managing Director    Yoshio Ito    President, Automotive & Industrial Systems Company    President, Automotive & Industrial Systems Company
Senior Managing Director    Tamio Yoshioka    President, Eco Solutions Company
In charge of Construction Safety Regulations Administration Department
   President, Eco Solutions Company
In charge of Construction Safety Regulations Administration Department
Senior Managing Director   

Yasuji Enokido

(Promotion)

   President, AVC Networks Company
In charge of Solutions Business
   President, AVC Networks Company
In charge of Visual & Imaging Business and Solutions Business
Senior Managing Director   

Mototsugu Sato

(Promotion)

   In charge of Planning, Human Resources, BPR Project, Business Creation Project, and Panasonic Spin-up Fund    In charge of Planning, BPR Project, Business Creation Project, and Panasonic Spin-up Fund
Senior Managing Director   

Tetsuro Homma

(Promotion)

   President, Appliances Company
In charge of Consumer Business
   President, Appliances Company
In charge of Consumer Business
Managing Director    Takashi Toyama    Representative in Tokyo
In charge of Government and External Relations
Director, Government and External Relations Division
In charge of Tokyo Olympic & Paralympic Business Promotion
   Representative in Tokyo
In charge of Government and External Relations
Director, Government and External Relations Division
In charge of Tokyo Olympic & Paralympic Business Promotion
Managing Director    Jun Ishii    In charge of Legal Affairs, Fair Business & Compliance, Corporate Governance, Risk Management
Director, Risk & Governance Management Division
In charge of General Affairs, Social Relations, Facility Management, Corporate Sports Promotion, and Executive Support Office
   In charge of Human Resources, General Affairs, Social Relations, Legal Affairs, Fair Business & Compliance, Corporate Governance, Risk Management, Facility Management, Corporate Sports Promotion and Executive Support Office
Director, Risk & Governance Management Division
Director    Masayuki Oku      
Director    Yoshinobu Tsutsui      
Director    Hiroko Ota      


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Underline: Changed responsibilities

Title

  

Name

  

New Responsibility
(Effective April 1)

  

Current Responsibility

Senior Audit & Supervisory Board Member    Seiichiro Sano      
Senior Audit & Supervisory Board Member    Hirofumi Yasuhara    Chairman of The Meeting of Panasonic Group Audit & Supervisory Board Members    Chairman of The Meeting of Panasonic Group Audit & Supervisory Board Members
Audit & Supervisory Board Member    Yoshio Sato      
Audit & Supervisory Board Member    Ikuo Hata      
Audit & Supervisory Board Member    Toshio Kinoshita      
Managing Executive Officer    Laurent Abadie    Regional Head for Europe & CIS
Chairman & CEO, Panasonic Europe Ltd.
Managing Director, Panasonic Marketing Europe GmbH
   Regional Head for Europe & CIS
Chairman & CEO, Panasonic Europe Ltd.
Managing Director, Panasonic Marketing Europe GmbH
Managing Executive Officer    Mamoru Yoshida    In charge of Special Task    Senior Vice President, Appliances Company
President, Air-Conditioner Company
In charge of TV Business
Managing Executive Officer    Joseph Taylor    Regional Head for North America
Chairman & CEO, Panasonic Corporation of North America
   Regional Head for North America
Chairman & CEO, Panasonic Corporation of North America
Managing Executive Officer    Hidetoshi Osawa   

Regional Head for China & Northeast Asia

Chairman, Panasonic Corporation of China

   Regional Head for China & Northeast Asia
Chairman, Panasonic Corporation of China
Managing Executive Officer    Yukio Nakashima    Senior Vice President, Appliances Company
In charge of Consumer Marketing

Director, Consumer Marketing Sector for Japan Region
   Senior Vice President, Appliances Company
Director, Consumer Marketing Sector for Japan Region
Director, Consumer Marketing Division (Japan)
Managing Executive Officer    Masahisa Shibata    Senior Vice President, Automotive & Industrial Systems Company
In charge of Automotive Business
   Senior Vice President, Automotive & Industrial Systems Company
In charge of Automotive Business


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Underline: Changed responsibilities

Title

  

Name

  

New Responsibility
(Effective April 1)

  

Current Responsibility

Managing Executive Officer    Makoto Kitano    Senior Vice President, AVC Networks Company
In charge of Business Strategy and Planning
   Senior Vice President, Eco Solutions Company
In charge of BtoB Solutions Business
Director, Lighting Business Division
Managing Executive Officer    Daizo Ito (Promotion)    Regional Head for India, South Asia, Middle East and Africa    Regional Head for India, South Asia, Middle East and Africa
President, Panasonic India Pvt. Ltd.
Executive Officer    Toshiyuki Takagi    Vice President, Appliances Company
President, Air-Conditioner Company
   In charge of Manufacturing Innovation, Quality Administration, FF Customer Support & Management, Environmental Affairs, and Motor Business Administration Office
Executive Officer    Masahiro Ido    In charge of Solution Sales
Director, Business Solutions Division
Director, Tokyo Olympic & Paralympic Enterprise Division
   In charge of Solution Sales
Director, Business Solutions Division
Director, Tokyo Olympic & Paralympic Enterprise Division
Executive Officer    Satoshi Takeyasu    In charge of Corporate Communications, Advertising, and Citizenship
Director, Groupwide Brand Communications Division
   In charge of Corporate Communications, Advertising, and Citizenship
Director, Groupwide Brand Communications Division
Executive Officer    Paul Margis    Vice President, AVC Networks Company
In charge of Avionics Business
CEO, Panasonic Avionics Corporation
   Vice President, AVC Networks Company
In charge of Avionics Business
Director, Avionics Business Division
Executive Officer    Junichiro Kitagawa    In charge of Consumer Business for Europe & CIS Region    In charge of Consumer Business for Europe & CIS Region
Executive Officer    Shinji Sakamoto    Vice President, Automotive & Industrial Systems Company
In charge of Industrial Business
   Vice President, Automotive & Industrial Systems Company
In charge of Industrial Business
Executive Officer    Yuki Kusumi    Vice President, Appliances Company
In charge of Home Appliances Business
   Vice President, Appliances Company
In charge of Home Appliances Business


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Underline: Changed responsibilities

Title

  

Name

  

New Responsibility
(Effective April 1)

  

Current Responsibility

Executive Officer    Yoshiyuki Iwai    Vice President, Eco Solutions Company
In charge of Intelligence & Liaison, Legal Affairs, and Intellectual Property
   Vice President, Eco Solutions Company
In charge of Business Development and Intelligence & Liaison
Executive Officer    Makoto Ishii    In charge of Information Systems and Logistics    In charge of Information Systems and Logistics
Executive Officer    Toru Nishida    Regional Head for Southeast Asia and Oceania
Managing Director, Panasonic Asia Pacific Pte. Ltd.
Managing Director, Panasonic Consumer Marketing Asia Pacific
   Regional Head for Southeast Asia and Oceania
Managing Director, Panasonic Asia Pacific Pte. Ltd.
Managing Director, Panasonic Consumer Marketing Asia Pacific
Executive Officer    Kazuhiro Murata    Vice President, Eco Solutions Company
Director, Marketing Division
   Vice President, Eco Solutions Company
Director, Marketing Division
Executive Officer    Hiroyuki Aota    Vice President, Automotive & Industrial Systems Company
In charge of Factory Solutions Business
Director, Smart Factory Solutions Business Division
President, Panasonic Factory Solutions Co., Ltd.
   Vice President, Automotive & Industrial Systems Company
In charge of Factory Solutions Business
Director, Smart Factory Solutions Business Division
President, Panasonic Factory Solutions Co., Ltd.
Executive Officer    Masaki Arizono    Vice President, AVC Networks Company
In charge of Visual & Imaging Business
Director, Visual Systems Business Division
   In charge of Solutions Business for Europe & CIS Region
Vice President, AVC Networks Company
Managing Director, Panasonic System Communications Company Europe, Panasonic Marketing Europe GmbH
Executive Officer    Masashi Yamada    Vice President, Eco Solutions Company
Director, Housing Systems Business Division
In charge of AGE-FREE Business
   Vice President, Eco Solutions Company
Director, Housing Systems Business Division
In charge of AGE-FREE Business


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Underline: Changed responsibilities

Title

  

Name

  

New Responsibility
(Effective April 1)

  

Current Responsibility

Executive Officer    Michiko Ogawa   

In charge of Technics Brand

Managing Officer, Appliances Company
In charge of Home Entertainment Business
Director, Home Entertainment Business Division
General Manager, Technics Business Promotion

  

In charge of Technics Brand

Managing Officer, Appliances Company
In charge of Home Entertainment Business
Director, Home Entertainment Business Division
General Manager, Technics Business Promotion

Executive Officer    Hirotoshi Uehara    Vice President, Automotive & Industrial Systems Company
Director, Automotive Infotainment Systems Business Division
   Vice President, Automotive & Industrial Systems Company
Director, Automotive Infotainment Systems Business Division
Executive Officer    Eiichi Katayama    In charge of Business Development
General Manager, Business Development Department, Corporate Strategy Division
   In charge of Business Development
General Manager, Business Development Department, Corporate Strategy Division
Executive Officer   

Mitsuki Wada

(New appointment)

   In charge of Procurement
President, Global Procurement Company
   President, Global Procurement Company
Executive Officer   

Tatsuo Katakura

(New appointment)

   Vice President, AVC Networks Company
In charge of Solutions Business for Japan Region
President, Panasonic System Networks Co., Ltd.
President, System Solutions Company (Japan)
   Vice President, AVC Networks Company
In charge of Solutions Business for Japan Region
President, Panasonic System Networks Co., Ltd.
President, System Solutions Company (Japan)
Executive Officer   

Kenji Tamura

(New appointment)

   Vice President, Automotive & Industrial Systems Company
In charge of Energy Business
   Vice President, Automotive & Industrial Systems Company
In charge of Energy Business
Executive Officer   

Thomas Gebhardt

(New appointment)

   Vice President, Automotive & Industrial Systems Company
President, Panasonic Automotive Systems Company of America, Panasonic Corporation of North America
   President, Panasonic Automotive Systems Company of America, Panasonic Corporation of North America


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Underline: Changed responsibilities

Title

  

Name

  

New Responsibility
(Effective April 1)

  

Current Responsibility

Executive Officer   

Akira Kono

(New appointment)

   Vice President, Appliances Company
Director, Consumer Marketing Division (Japan), Consumer Marketing Sector for Japan Region
  

President, Panasonic Consumer Marketing Co., Ltd.
Associate Director,

Consumer Marketing Division (Japan), Consumer Marketing Sector for Japan Region, Appliances Company

Executive Officer   

Masashi Nagayasu

(New appointment)

   Vice President, Automotive & Industrial Systems Company
Director, Automotive Marketing & Sales Division
   Managing Officer, Automotive & Industrial Systems Company
Director, Automotive Marketing & Sales Division
Executive Officer   

Manish Sharma

(New appointment)

   President, Panasonic India Pvt. Ltd.    Managing Director, Panasonic Marketing India, Panasonic India Pvt. Ltd.

 

4. Resignation and Assignment of the Members of the Board of Directors and Audit & Supervisory Board Members (Effective June 24)

Resignation:

 

Name

  

New Responsibility
(Effective June 24)

  

Current Responsibility
(Effective April 1)

Yoshihiko Yamada    Corporate Advisor    Executive Vice President
In charge of Strategic Regions
Director, Strategic Regions Business Promotion Division
Mamoru Yoshida    Senior Audit & Supervisory Board Member    Managing Executive Officer
In charge of Special Task
Seiichiro Sano    Corporate Advisor    Senior Audit & Supervisory Board Member
Ikuo Hata       Audit & Supervisory Board Member

Assignment:

 

Title

  

Name

  

Current Responsibility
(Effective April 1)

Director    Kazuhiko Toyama    Representative Director and CEO, Industrial Growth Platform, Inc.
Senior Audit & Supervisory Board Member    Mamoru Yoshida    Managing Executive Officer
In charge of Special Task
Audit & Supervisory Board Member    Mitsuko Miyagawa    Attorney at Law, TMI Associates


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5. Members of the Board of Directors, Executive Officers, and their Responsibilities (Effective June 24)

 

Title

  

Name

  

New Responsibility
(Effective June 24)

  

Current Responsibility
(Effective April 1)

Chairman
of the Board
   Shusaku Nagae      
Vice Chairman
of the Board
   Masayuki Matsushita      
President    Kazuhiro Tsuga      
Executive Vice President    Kazunori Takami    In charge of Japan Region, Customer Satisfaction, and Design    In charge of Japan Region, Customer Satisfaction, and Design
Senior Managing Director    Hideaki Kawai    In charge of Accounting and Finance, and Groupwide Cost Busters Project    In charge of Accounting and Finance, and Groupwide Cost Busters Project
Senior Managing Director    Yoshiyuki Miyabe    In charge of Technology, Manufacturing, Procurement, Information Systems and Logistics, Intellectual Property, Quality Administration, FF Customer Support & Management, Environmental Affairs, and Motor Business Administration Office    In charge of Technology, Manufacturing, Procurement, Information Systems and Logistics, Intellectual Property, Quality Administration, FF Customer Support & Management, Environmental Affairs, and Motor Business Administration Office
Senior Managing Director    Yoshio Ito    President, Automotive & Industrial Systems Company    President, Automotive & Industrial Systems Company
Senior Managing Director    Tamio Yoshioka    President, Eco Solutions Company
In charge of Construction Safety Regulations Administration Department
   President, Eco Solutions Company
In charge of Construction Safety Regulations Administration Department
Senior Managing Director    Yasuji Enokido    President, AVC Networks Company
In charge of Solutions Business
   President, AVC Networks Company
In charge of Solutions Business
Senior Managing Director    Mototsugu Sato    In charge of Planning, Human Resources, BPR Project, Business Creation Project, and Panasonic Spin-up Fund    In charge of Planning, Human Resources, BPR Project, Business Creation Project, and Panasonic Spin-up Fund
Senior Managing Director    Tetsuro Homma    President, Appliances Company
In charge of Consumer Business
   President, Appliances Company
In charge of Consumer Business


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Underline: Changed responsibilities

Title

  

Name

  

New Responsibility
(Effective June 24)

  

Current Responsibility
(Effective April 1)

Managing Director    Takashi Toyama    Representative in Tokyo
In charge of Government and External Relations
Director, Government and External Relations Division
In charge of Tokyo Olympic & Paralympic Business Promotion
   Representative in Tokyo
In charge of Government and External Relations
Director, Government and External Relations Division
In charge of Tokyo Olympic & Paralympic Business Promotion
Managing Director    Jun Ishii    In charge of Legal Affairs, Fair Business & Compliance, Corporate Governance, Risk Management
Director, Risk & Governance Management Division
In charge of General Affairs, Social Relations, Facility Management, Corporate Sports Promotion, and Executive Support Office
   In charge of Legal Affairs, Fair Business & Compliance, Corporate Governance, Risk Management
Director, Risk & Governance Management Division
In charge of General Affairs, Social Relations, Facility Management, Corporate Sports Promotion, and Executive Support Office
Director    Masayuki Oku      
Director    Yoshinobu Tsutsui      
Director    Hiroko Ota      
Director   

Kazuhiko Toyama

(New appointment)

     
Senior Audit & Supervisory Board Member    Hirofumi Yasuhara    Chairman of The Meeting of Panasonic Group Audit & Supervisory Board Members    Chairman of The Meeting of Panasonic Group Audit & Supervisory Board Members
Senior Audit & Supervisory Board Member   

Mamoru Yoshida

(New appointment)

     
Audit & Supervisory Board Member    Yoshio Sato      
Audit & Supervisory Board Member    Toshio Kinoshita      
Audit & Supervisory Board Member   

Mitsuko Miyagawa

(New appointment)

     


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Title

  

Name

  

New Responsibility
(Effective June 24)

  

Current Responsibility
(Effective April 1)

Managing Executive Officer    Laurent Abadie    Regional Head for Europe & CIS
Chairman & CEO, Panasonic Europe Ltd.
Managing Director, Panasonic Marketing Europe GmbH
   Regional Head for Europe & CIS
Chairman & CEO, Panasonic Europe Ltd.
Managing Director, Panasonic Marketing Europe GmbH
Managing Executive Officer    Joseph Taylor    Regional Head for North America
Chairman & CEO, Panasonic Corporation of North America
   Regional Head for North America
Chairman & CEO, Panasonic Corporation of North America
Managing Executive Officer    Hidetoshi Osawa    Regional Head for China & Northeast Asia
Chairman, Panasonic Corporation of China
   Regional Head for China & Northeast Asia
Chairman, Panasonic Corporation of China
Managing Executive Officer    Yukio Nakashima    Senior Vice President, Appliances Company
In charge of Consumer Marketing
Director, Consumer Marketing Sector for Japan Region
   Senior Vice President, Appliances Company
In charge of Consumer Marketing
Director, Consumer Marketing Sector for Japan Region
Managing Executive Officer    Masahisa Shibata    Senior Vice President,
Automotive & Industrial Systems Company
In charge of Automotive Business
   Senior Vice President,
Automotive & Industrial Systems Company
In charge of Automotive Business
Managing Executive Officer    Makoto Kitano    Senior Vice President, AVC Networks Company
In charge of Business Strategy and Planning
   Senior Vice President, AVC Networks Company
In charge of Business Strategy and Planning
Managing Executive Officer    Daizo Ito    Regional Head for India, South Asia, Middle East and Africa    Regional Head for India, South Asia, Middle East and Africa
Executive Officer    Toshiyuki Takagi    Vice President, Appliances Company
President, Air-Conditioner Company
   Vice President, Appliances Company
President, Air-Conditioner Company
Executive Officer    Masahiro Ido    In charge of Solution Sales
Director, Business Solutions Division
Director, Tokyo Olympic & Paralympic Enterprise Division
   In charge of Solution Sales
Director, Business Solutions Division
Director, Tokyo Olympic & Paralympic Enterprise Division
Executive Officer    Satoshi Takeyasu    In charge of Corporate Communications,
Advertising, and Citizenship Director, Groupwide Brand Communications Division
   In charge of Corporate Communications, Advertising, and Citizenship
Director, Groupwide Brand Communications Division


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- 12 -

Title

  

Name

  

New Responsibility
(Effective June 24)

  

Current Responsibility
(Effective April 1)

Executive Officer    Paul Margis    Vice President, AVC Networks Company
In charge of Avionics Business
CEO, Panasonic Avionics Corporation
   Vice President, AVC Networks Company
In charge of Avionics Business
CEO, Panasonic Avionics Corporation
Executive Officer    Junichiro Kitagawa    In charge of Consumer Business for Europe & CIS Region    In charge of Consumer Business for Europe & CIS Region
Executive Officer    Shinji Sakamoto    Vice President, Automotive & Industrial Systems Company
In charge of Industrial Business
   Vice President, Automotive & Industrial Systems Company
In charge of Industrial Business
Executive Officer    Yuki Kusumi    Vice President, Appliances Company
In charge of Home Appliances Business
   Vice President, Appliances Company
In charge of Home Appliances Business
Executive Officer    Yoshiyuki Iwai    Vice President, Eco Solutions Company
In charge of Intelligence & Liaison, Legal Affairs, and Intellectual Property
   Vice President, Eco Solutions Company
In charge of Intelligence & Liaison, Legal Affairs, and Intellectual Property
Executive Officer    Makoto Ishii    In charge of Information Systems and Logistics    In charge of Information Systems and Logistics
Executive Officer    Toru Nishida    Regional Head for Southeast Asia and Oceania
Managing Director, Panasonic Asia Pacific Pte. Ltd.
Managing Director, Panasonic Consumer Marketing Asia Pacific
   Regional Head for Southeast Asia and Oceania
Managing Director, Panasonic Asia Pacific Pte. Ltd.
Managing Director, Panasonic Consumer Marketing Asia Pacific
Executive Officer    Kazuhiro Murata    Vice President, Eco Solutions Company
Director, Marketing Division
   Vice President, Eco Solutions Company
Director, Marketing Division
Executive Officer    Hiroyuki Aota    Vice President, Automotive & Industrial Systems Company
In charge of Factory Solutions Business
Director, Smart Factory Solutions Business Division
President, Panasonic Factory Solutions Co., Ltd.
   Vice President, Automotive & Industrial Systems Company
In charge of Factory Solutions Business
Director, Smart Factory Solutions Business Division
President, Panasonic Factory Solutions Co., Ltd.


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- 13 -

Title

  

Name

  

New Responsibility
(Effective June 24)

  

Current Responsibility
(Effective April 1)

Executive Officer    Masaki Arizono    Vice President, AVC Networks Company
In charge of Visual & Imaging Business
Director, Visual Systems Business Division
   Vice President, AVC Networks Company
In charge of Visual & Imaging Business
Director, Visual Systems Business Division
Executive Officer    Masashi Yamada    Vice President, Eco Solutions Company
Director, Housing Systems Business Division
In charge of AGE-FREE Business
   Vice President, Eco Solutions Company
Director, Housing Systems Business Division
In charge of AGE-FREE Business
Executive Officer    Michiko Ogawa   

In charge of Technics Brand

Managing Officer, Appliances Company
In charge of Home Entertainment Business
Director, Home Entertainment Business Division
General Manager, Technics Business Promotion

  

In charge of Technics Brand

Managing Officer, Appliances Company
In charge of Home
Entertainment Business
Director, Home Entertainment Business Division
General Manager,
Technics Business Promotion

Executive Officer    Hirotoshi Uehara    Vice President, Automotive & Industrial Systems Company
Director, Automotive Infotainment Systems Business Division
   Vice President, Automotive & Industrial Systems Company
Director, Automotive Infotainment Systems Business Division
Executive Officer    Eiichi Katayama    In charge of Business Development
General Manager, Business Development Department, Corporate Strategy Division
   In charge of Business Development
General Manager, Business Development Department, Corporate Strategy Division
Executive Officer    Mitsuki Wada    In charge of Procurement
President, Global Procurement Company
   In charge of Procurement
President, Global Procurement Company
Executive Officer    Tatsuo Katakura    Vice President, AVC Networks Company
In charge of Solutions Business for Japan Region
President, Panasonic System Networks Co., Ltd.
President, System Solutions Company (Japan)
   Vice President, AVC Networks Company
In charge of Solutions Business for Japan Region
President, Panasonic System Networks Co., Ltd.
President, System Solutions Company (Japan)
Executive Officer    Kenji Tamura    Vice President, Automotive & Industrial Systems Company
In charge of Energy Business
   Vice President, Automotive & Industrial Systems Company
In charge of Energy Business


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- 14 -

Title

  

Name

  

New Responsibility
(Effective June 24)

  

Current Responsibility
(Effective April 1)

Executive Officer    Thomas Gebhardt    Vice President, Automotive & Industrial Systems Company
President, Panasonic Automotive Systems Company of America, Panasonic Corporation of North America
   Vice President, Automotive & Industrial Systems Company
President, Panasonic Automotive Systems Company of America, Panasonic Corporation of North America
Executive Officer    Akira Kono    Vice President, Appliances Company
Director, Consumer Marketing Division (Japan), Consumer Marketing Sector for Japan Region
   Vice President, Appliances Company
Director, Consumer Marketing Division (Japan), Consumer Marketing Sector for Japan Region
Executive Officer    Masashi Nagayasu    Vice President, Automotive & Industrial Systems Company
Director, Automotive Marketing & Sales Division
   Vice President, Automotive & Industrial Systems Company
Director, Automotive Marketing & Sales Division
Executive Officer    Manish Sharma    President, Panasonic India Pvt. Ltd.    President, Panasonic India Pvt. Ltd.

 

6. Appointment of Director, Lighting Business Division, Eco Solutions Company and Others (Effective April 1)

Appointment:

 

Name

  

New Responsibility (Effective April 1)

  

Current Responsibility

Masaharu Michiura    Director, Lighting Business Division, Eco Solutions Company
Director, Lighting Equipment Business Unit
   Director, Lighting Equipment Business Unit, Lighting Business Division, Eco Solutions Company
Yosuke Yamane    Director, Imaging Network Business Division, AVC Networks Company    Director, Imaging Products Business Unit, Imaging Network Business Division, AVC Networks Company
Shigeo Suzuki    Regional Head for Latin America
President, Panasonic Latin America
President, Panasonic Marketing Latin America
   President, Panasonic Sales Latin America, Panasonic Latin America

 

Note: The Chairman of the Board of Directors, Vice Chairman of the Board of Directors, President, Executive Vice Presidents and Senior Managing Directors are Representative Directors and severally represent the company.

# # #


Table of Contents

February 25, 2016

 

FOR IMMEDIATE RELEASE   
Media Contacts:    Investor Relations Contacts:
Chieko Gyobu (Japan)    Yukie Takakuwa (Japan)
Public Relations Department    Disclosure & Investor Relations Office
(Tel: +81-3-3574-5664)    (Tel: +81-6-6908-1121)
Panasonic News Bureau (Japan)    Yuko Iwatsu (U.S.)
(Tel: +81-3-3542-6205)    (Tel: +1-201-348-7000)
Jim Reilly (U.S.)   
(Tel: +1-201-392-6067)   
Anne Guennewig (Europe)   
(Tel: +49-611-235-457)   

Panasonic Announces Dividends Forecasts

Osaka, Japan, February 25, 2016 — Panasonic Corporation ([TSE:6752] “Panasonic”) today announced that its Board of Directors has resolved the forecast of year-end dividends for the fiscal year ending March 31, 2016 (fiscal 2016). The record date for the year-end dividend is March 31, 2016. The forecasts are as follows.

 

      Annual dividends for fiscal 2016

Record date

   Interim dividends
(September 30,  2015)
   Year-end  dividends
(March 31, 2016)
   Total dividends
Previous forecasts (announced on Feb. 3, 2016)         

Revised forecasts

      14 yen    24 yen

Dividends for fiscal 2016

   10 yen      

Dividends for fiscal 2015

   8 yen    10 yen    18 yen

Reason:

Panasonic plans to distribute a year-end dividend of 14 yen per share for fiscal 2016 according to its overall policy of distributing profits to shareholders based on its business performance, as well as its current financial position.


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Disclaimer Regarding Forward-Looking Statements

This press release includes forward-looking statements (that include those within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934), as amended about Panasonic and its Group companies (the Panasonic Group). To the extent that statements in this press release do not relate to historical or current facts, they constitute forward-looking statements. These forward-looking statements are based on the current assumptions and beliefs of the Panasonic Group in light of the information currently available to it, and involve known and unknown risks, uncertainties and other factors. Such risks, uncertainties and other factors may cause the Panasonic Group’s actual results, performance, achievements or financial position to be materially different from any future results, performance, achievements or financial position expressed or implied by these forward-looking statements. Panasonic undertakes no obligation to publicly update any forward-looking statements after the date of this press release. Investors are advised to consult any further disclosures by Panasonic in its subsequent filings under the Financial Instrument and Exchange Act of Japan (the FIEA) and other publicly disclosed documents.

The risks, uncertainties and other factors referred to above include, but are not limited to, economic conditions, particularly consumer spending and corporate capital expenditures in the Americas, Europe, Japan, China and other Asian countries; volatility in demand for electronic equipment and components from business and industrial customers, as well as consumers in many product and geographical markets; the possibility that excessive currency rate fluctuations of the U.S. dollar, the euro, the Chinese yuan and other currencies against the yen may adversely affect costs and prices of Panasonic’s products and services and certain other transactions that are denominated in these foreign currencies; the possibility of the Panasonic Group incurring additional costs of raising funds, because of changes in the fund raising environment; the possibility of the Panasonic Group not being able to respond to rapid technological changes and changing consumer preferences with timely and cost-effective introductions of new products in markets that are highly competitive in terms of both price and technology; the possibility of not achieving expected results or incurring unexpected losses in connection with the alliances or mergers and acquisitions; the possibility of not being able to achieve its business objectives through joint ventures and other collaborative agreements with other companies, including due to the pressure of price reduction exceeding that which can be achieved by its effort and decrease in demand for products from business partners which Panasonic highly depends on in BtoB business areas; the possibility of the Panasonic Group not being able to maintain competitive strength in many product and geographical areas; the possibility of incurring expenses resulting from any defects in products or services of the Panasonic Group; the possibility that the Panasonic Group may face intellectual property infringement claims by third parties; current and potential, direct and indirect restrictions imposed by other countries over trade, manufacturing, labor and operations; fluctuations in market prices of securities and other assets in which the Panasonic Group has holdings or changes in valuation of long-lived assets, including property, plant and equipment and goodwill, deferred tax assets and uncertain tax positions; future changes or revisions to accounting policies or accounting rules; the possibility of incurring expenses resulting from a leakage of customers’ or confidential information from Panasonic’s systems due to unauthorized access or a detection of vulnerability of network-connected products of the Panasonic Group; as well as natural disasters including earthquakes, prevalence of infectious diseases throughout the world, disruption of supply chain and other events that may negatively impact business activities of the Panasonic Group. The factors listed above are not all-inclusive and further information is contained in the most recent English translated version of Panasonic’s securities reports under the FIEA and any other documents which are disclosed on its website.

# # #