Toshiba Corporation today announced its acquisition of BNFL USA
Group Inc. and Westinghouse UK Limited (collectively Westinghouse),
following completion of the final arrangements with British Nuclear
Fuels Limited on October 16, US Eastern Standard Time. Westinghouse
Electric Company is now a Toshiba Corporation consolidated group
company.
The integration of Westinghouse into Toshiba, along with its
extensive expertise in nuclear power generation and nuclear fuel and
worldwide market presence, is of great significance in terms of taking
Toshiba Group's energy systems business to the global level. The
powerful combination of Toshiba and Westinghouse's respective
strengths, complementary technologies and businesses, will position
Toshiba as the world's leading nuclear power group, with an unrivaled
business range extending to both BWR(1) and PWR(2) systems.
Toshiba established two holding companies in the U.S. and the
U.K., Toshiba Nuclear Energy Holdings (US) Inc. and Toshiba Nuclear
Energy Holdings (UK) Limited, to carry out the acquisition. Through
these holding companies, Toshiba has invested US4,158 million dollars
in acquiring a 77 percent share of Westinghouse, giving Toshiba
management control of the company. The remaining 23% is held by two
strategic partner companies: the Shaw Group Inc. of the USA invested
US1,080 million dollars in a 20% stake, while Japan's
Ishikawajima-Harima Heavy Industries Co., Ltd. (IHI) invested US162
million dollars in a 3% stake. Toshiba discussed capital participation
with potential partners in terms of mutual understanding of long-term
business strategy, a shared market vision, and complementary relations
and maximized synergies in conducting business. Toshiba continues
discussions with several potential partners.
Following the acquisition, Westinghouse will retain its operating
autonomy and remain headquartered in Pennsylvania. By strengthening
Westinghouse's operational structure to maximize synergy with Toshiba
and its partners, Toshiba will seek to promote the expansion of
Westinghouse's business.
(1) BWR: Boiling Water Reactor, a reactor developed and
commercialized by General Electric of the U.S.
(2) PWR: Pressurized Water Reactor, a reactor developed and
commercialized by Westinghouse of the U.S.
Significance of the Acquisition
There is renewed global interest in nuclear energy, driven by
concerns to secure stable electric power supplies, promote
conservation, and develop environmentally friendly energy
technologies. Public awareness of the need for additional nuclear
energy capacity is emerging in the United States and Europe, and in
the fast-growing Asian economies. China and other growing economies
have already planned new investments in plant construction. There are
currently 439 nuclear power plants in operation worldwide, and demand
for nuclear energy is expected to grow, as it complements the
resource-saving and recycling-oriented society of the 21st century.
From 2002 to 2020, the global nuclear energy market is expected to
grow 130-gigawatt, equivalent to 130 1-gigawatt plants, the typical
plant size anticipated in future.
Toshiba is a leader in BWR technology, with a major presence in
the Japanese market. Westinghouse enjoys a leading position in the
world market with its PWR nuclear systems. The combination of Toshiba
and Westinghouse will leverage capabilities in manufacturing, sales
and marketing, and in engineering and R&D. The complementary
partnership will go beyond the simple addition of the two businesses,
and reinforce the ability to enter new business areas where the
companies have found it difficult to operate individually in the past.
By integrating Westinghouse's operations and promoting operational
and technological synergies, Toshiba expects sales in its nuclear
power business to expand to 700 billion yen by 2015 and 900 billion
yen by 2020, compared with 200 billion yen today.
Operational Structure after Acquisition
Toshiba's policies on Westinghouse's operation are: 1. Toshiba has
majority ownership; 2. maximize complementary synergy with partners;
and 3. maintain and strengthen Westinghouse's ongoing operations. The
operational structure will be as described below.
1. By holding voting rights in proportion to its investment ratio
through the holding companies in the U.S. and U.K., Toshiba has
majority ownership of Westinghouse. Mr. Masao Niwano, a representative
executive officer and corporate senior executive vice president and
director of Toshiba Corporation has been appointed president of the
board of both holding companies.
2. The holding companies will have an "owner board" comprised of
representatives of the three partners. This organization will serve as
an advisory body to the holding companies, with the role of
coordinating views among the partners and making recommendations to
the board of the holding company. Mr. Niwano will chair the owner
board.
3. Westinghouse Electric Company, the core of Westinghouse, will
continue to operate from its headquarters in Pennsylvania. Mr. Steve
Tritch will remain CEO of Westinghouse.
4. The board of directors of Westinghouse Electric Company will
have seven members, three from Westinghouse Electric Company, and four
from Toshiba (two of whom will be part-time directors).
5. In order to promote complementary relations and enhance
synergetic collaboration, Toshiba will establish a coordination office
in Westinghouse Electric Company. Personnel will be assigned from
Toshiba and its partner companies, and the chief coordination officer
(CCO) will be appointed by Toshiba.
6. In Toshiba's Power Systems Company, the Nuclear Energy Systems
& Services Division will continue to be responsible for promoting the
BWR business. A WEC Coordination Division will be established to
collaborate with the coordination office at Westinghouse Electric
Company.
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Outline of Westinghouse Electric Company
Established: 1886
President and CEO: Steve Tritch
Sales: Approximately US$2 billion(3)
Employees: About 9,000(3)
Head Office: Monroeville, Pennsylvania, U.S.A.
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(3) Sales and employees at Westinghouse, including Westinghouse
Electric Company
