It’s official: Toshiba’s sale of its memory chip unit has been given the stamp of approval by its shareholders. The shareholders voted unanimously in favour of the sale at a meeting held Japan earlier today, in a big step towards completing the sale before the next regulatory check in March 2018. In total 633 of Toshiba’s 302,636 (256,119 with voting rights) were present at the meeting to approve the Share Purchase Agreement entered into by K.K. Pangea – a special purpose acquisition company formed by a consortium led by Bain Capital Private Equity and Apple.
An official statement on Toshiba’s website confirmed the shareholders decision as well as giving an update on the conflict with Western Digital. “SanDisk LLC, a wholly owned subsidiary of Western Digital Corporation, and certain of its subsidiaries, have filed for arbitration before the International Chamber of Commerce (ICC) International Court of Arbitration regarding the sale,” a spokesperson said. “Despite SanDisk and Western Digital’s opposition, Toshiba remains fully determined to resolve the issue through the arbitration process, and looks forward to receiving the arbitrators’ decision.
“Since signing the SPA on September 28, 2017, Toshiba and Pangea have been jointly working towards the closing of the transaction by the end of March 2018. Today’s approval of the SPA by Toshiba’s shareholders is an important step towards closing.”
Yesterday, Toshiba announced a forecasted annual loss of just under $1 billion. The forecasts takes into account taxes on the basis of assets and liabilities of the transferred business at the time of the split. However the $1 billion does not reflect expected gains from the 2 trillion yen ($17.6 billion) sale of its chip unit as the deal has yet to receive regulatory approval. In fact Toshiba may have to wait until March 2018 (at the earliest) before they can get the hands on the money from the sale.
Toshiba said that due to the tax impact, it expects a loss of 110 billion yen ($970 million) in the year to March, instead of its previously forecast profit of 230 billion yen.