A N N U A L R E P O R T 1 9 9 9
A N N U A L R E P O R T 1 9 9 9
A N N U A L R E P O R T 1 9 9 9
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A N N U A L<br />
R E P O R T<br />
1 9 9 9<br />
Toppan’s Resources for Change
Profile<br />
Since its founding in 1900, Toppan<br />
Printing Co., Ltd., has achieved<br />
noteworthy growth and become a<br />
leader in Japan‘s printing industry.<br />
Today, the Company‘s operations<br />
extend over a wide range of fields,<br />
including securities and cards,<br />
commercial printing, publications<br />
printing, packaging, industrial<br />
materials, electronics, business<br />
forms, and multimedia.<br />
The use of digital and<br />
communications technologies<br />
continues to register dramatic<br />
growth. Accordingly, Toppan is<br />
working to take advantage of new<br />
opportunities in the printing<br />
business by maintaining a strong<br />
focus on technical innovation, such<br />
as the incorporation of leading-edge<br />
technological advances into its<br />
original printing technologies. The<br />
expanding range of multimedia<br />
technologies and the advance of<br />
desktop publishing are having an<br />
especially significant impact on the<br />
printing industry. Toppan has<br />
already established positions of<br />
leadership in these fields, resulting<br />
in a wealth of new business<br />
opportunities for the Company.<br />
Toppan is committed to<br />
building on its traditional strengths<br />
as a printing company to expand<br />
into a wider range of operations as<br />
an information and communications<br />
company that is a leader in the<br />
integration of printing and media.<br />
The year 2000 will mark the 100th<br />
anniversary of the establishment of<br />
Toppan, and we are looking forward<br />
to this milestone as a symbolic<br />
“refounding” of the Company. In<br />
the years ahead, Toppan will<br />
continue to accept the challenges of<br />
recording dynamic growth and<br />
enhancing value for customers.<br />
Financial Highlights 1<br />
To Our Shareholders 2<br />
Toppan’s Resources for Change 5<br />
Toppan’s Environmental Activities 12<br />
Eco-Protection 12<br />
Eco-Creativity 13<br />
Review of Operations 14<br />
Securities and Cards 15<br />
Commercial Printing 15<br />
Publications Printing 16<br />
Packaging 16<br />
Industrial Materials 17<br />
Electronics 17<br />
Business Forms 18<br />
Note to Review of Operations 18<br />
Financial Section 19<br />
Management’s Discussion and Analysis 20<br />
Consolidated Five-Year Financial Summary 23<br />
Consolidated Financial Statements<br />
and Notes 24<br />
Report of Independent Public Accountants 36<br />
Corporate Data 37<br />
Board of Directors and Auditors 38<br />
Consolidated Subsidiaries and Affiliates 40<br />
Overseas Network 42<br />
Corporate Information 44
FINANCIAL HIGHLIGHTS<br />
Toppan Printing Co., Ltd. and Subsidiaries<br />
Years ended March 31, 1997, 1998 and 1999<br />
Millions of yen<br />
Thousands of dollars*<br />
1997 1998 1999 1999 % Change<br />
For the year:<br />
Net sales ¥1,274,339 ¥1,284,145 ¥1,223,439 $10,111,066 -4.7<br />
Operating income 88,142 94,325 65,217 538,983 -30.9<br />
Income before income taxes 69,792 105,714 57,515 475,331 -45.6<br />
Net income 21,621 47,381 26,700 220,661 -43.6<br />
Per share of common stock (yen/dollars):<br />
Net income ¥30.25 ¥65.50 ¥37.29 $0.31 -43.1<br />
Cash dividends 14.00 15.00 15.00 0.12 0.0<br />
Capital expenditures 83,104 123,515 93,513 772,835 -24.3<br />
Depreciation and amortization 53,724 57,824 60,274 498,132 4.2<br />
At year-end:<br />
Total assets ¥1,151,883 ¥1,300,649 ¥1,267,357 $10,474,025 -2.6<br />
Shareholders’ investment 612,265 667,464 683,906 5,652,116 2.5<br />
Working capital 179,412 249,160 233,420 1,929,091 -6.3<br />
Long-term indebtedness 64,279 113,050 114,242 944,149 1.1<br />
* U.S. dollar amounts are translated from yen at the rate of ¥121=U.S.$1, as at March 31, 1999.<br />
Note 1: The consolidated results for the year ended March 31, 1997, reflect the ¥9,015 million ($74,504 thousand) write-off pertaining to the acquisitions of Toppan Moore Co., Ltd.’s<br />
and Avery Toppan Co., Ltd.’s goodwill.<br />
Note 2: The consolidated results for the year ended March 31, 1998, reflect the ¥20,868 million ($172,463 thousand) gain on sale of investment in Toppan Forms Co., Ltd.<br />
(Toppan Moore Co., Ltd. changed its name to Toppan Forms Co., Ltd. on April 1, 1997.)<br />
NET SALES<br />
(Billion ¥)<br />
NET INCOME<br />
(Billion ¥)<br />
SHAREHOLDERS’<br />
INVESTMENT<br />
(Billion ¥)<br />
1,500<br />
50<br />
700<br />
1,200<br />
40<br />
600<br />
500<br />
900<br />
30<br />
400<br />
600<br />
20<br />
300<br />
200<br />
300<br />
10<br />
100<br />
0<br />
’95 ’96 ’97 ’98 ’99<br />
0<br />
’95 ’96 ’97 ’98 ’99<br />
0<br />
’95 ’96 ’97 ’98 ’99<br />
1
cost-cutting, reduced capital investment,<br />
and the consolidation of<br />
subsidiaries in Japan and overseas.<br />
Despite these efforts, we were unable<br />
to completely offset the adverse<br />
effects of the difficult operating environment.<br />
TO OUR SHAREHOLDERS<br />
D Net sales declined 4.7 percent in<br />
the year under review, to ¥1,223.4 billion<br />
(US$10,111.1 million).<br />
During the fiscal year ended March<br />
31, 1999, Toppan recorded declines in<br />
sales and profits. The current conditions<br />
in Japan’s printing industry are<br />
the worst in decades, with demand<br />
weak and price competition intensifying.<br />
In this setting, Toppan is using its<br />
marketing capabilities, which draw<br />
upon a strong customer base, and its<br />
advanced technological development<br />
capabilities to maintain a solid position<br />
as an industry leader. At the<br />
same time, we are taking steps to<br />
make a rapid transition to a new<br />
operational structure suitable for market<br />
conditions in the 21st century.<br />
During the past fiscal year, we<br />
strived to improve our performance in<br />
printing through Companywide marketing<br />
activities targeting the creation<br />
of new demand. We also worked to<br />
facilitate a smooth transition to a<br />
future-oriented profit structure<br />
through the aggressive development<br />
and marketing of multimedia<br />
products as well as focused investment<br />
in electronics-related<br />
operations. Furthermore, we implemented<br />
a range of restructuring measures,<br />
with a focus on laborsaving,<br />
D Net income was down 43.6 percent,<br />
to ¥26.7 billion (US$220.7 million).<br />
A significant portion of this<br />
decrease was attributable to a gain of<br />
¥20.9 billion that was recorded in the<br />
previous fiscal year on the sale of<br />
shares of a subsidiary, Toppan Forms<br />
Co., Ltd.<br />
D Net income per share was ¥37.29<br />
(US$0.31), compared with ¥65.50 in<br />
the previous year.<br />
D Return on equity (ROE) was 4.0%,<br />
compared with 7.4% in the previous<br />
year.<br />
D Total ordinary dividends for the<br />
year under review were ¥15.00<br />
(US$0.12) per share. In the previous<br />
year, total ordinary dividends were<br />
¥14.00 per share, and special dividends<br />
of ¥1.00 per share were<br />
declared in commemoration of the<br />
stock exchange listing of subsidiary<br />
Toppan Forms.<br />
2
Toppan is working to establish<br />
a foundation for growth<br />
through strategic investment<br />
in the field of electronics.<br />
Toppan makes a range of electronicsrelated<br />
products that draw on the<br />
photomechanical technologies developed<br />
in its printing operations. These products<br />
are more than just a major field of business<br />
for the Company; they will play a key<br />
role in Toppan’s future growth.<br />
new line for the production of large-size<br />
glass plates at our Niigata plant. For<br />
high-definition shadow masks, to further<br />
raise precision and increase production<br />
capacity, we plan to conduct significant<br />
capital investment at our Kumamoto<br />
plant. In the two-year period ended<br />
March 31, 1999, the Toppan Group’s<br />
capital investment totaled about ¥200<br />
billion, of which about 30% was allocated<br />
to the electronics field.<br />
Hiromichi Fujita, President<br />
Consequently, Toppan continues<br />
to invest aggressively in products for<br />
which demand is expected to expand,<br />
such as color filters for liquid crystal displays<br />
(LCDs), high-definition shadow<br />
masks for personal computer monitors,<br />
high-precision photomasks used in the<br />
production of semiconductors, new<br />
types of semiconductor packages, and<br />
back modules for plasma displays.<br />
Through this investment, we are aiming<br />
to significantly increase production<br />
capacity and foster technological innovation.<br />
For color filters, for example, we<br />
have responded to the trend toward<br />
larger LCDs with the installation of a<br />
We are working to enhance<br />
value for shareholders and<br />
customers by facilitating the<br />
transition to an information<br />
and communications company.<br />
On the eve of a new century, the business<br />
environment for Toppan and other<br />
members of the printing industry is<br />
undergoing significant change. Key<br />
trends include the rapidly growing use<br />
of digital technology at the prepress<br />
stage; the advance of multimedia,<br />
as seen in the spread of the Internet<br />
and the appearance of DVD and other<br />
new media technologies; and the<br />
growing sensitivity to environmental<br />
conservation issues. Therefore, we are<br />
3
placing an especially high priority on<br />
multimedia-related operations. We have<br />
launched our own channel on Sky PerfecTV,<br />
which offers digital multiple channel<br />
broadcasts through a communications<br />
satellite. In addition to businesses that<br />
we started on our own, we are also pursuing<br />
a variety of businesses through<br />
strategic tie-ups with companies that<br />
possess special expertise and technologies<br />
in the field of multimedia.<br />
Furthermore, we are using our<br />
strong customer base to create new<br />
businesses. For example, we have established<br />
the Solution Center to provide<br />
solutions to customers’ problems<br />
through the use of digital database<br />
and network technologies.<br />
Thus, the operations of Toppan<br />
and other Group companies are making<br />
a rapid transition from work centered on<br />
the production of printed materials to<br />
the work of information- and communications-related<br />
businesses. Rather than<br />
merely responding to orders from customers,<br />
we have been shifting to a marketing<br />
approach that targets the<br />
fostering of new demand. Accordingly,<br />
we will make full use of our existing customer<br />
base as we strengthen our competitiveness<br />
in the marketplace.<br />
Toppan recognizes the Year<br />
2000 (Y2K) issue as a critical management<br />
issue. We have established an<br />
internal system for handling Y2K-related<br />
activities, and thorough preparations are<br />
under way.<br />
Toppan is committed to being a<br />
company that can achieve significant<br />
growth in the 21st century. Guided by<br />
our strategic focus on “making the transition<br />
from a printing company to an<br />
information and communications company,”<br />
we will continue striving to<br />
improve our performance while doing<br />
our utmost to enhance value for our<br />
shareholders and customers.<br />
August 1999<br />
Hiromichi Fujita, President<br />
4
With only one year remaining until<br />
the Company’s 100th anniversary,<br />
everyone at Toppan is actively<br />
working to achieve the goal of a<br />
“New Toppan” in the new century.<br />
Although we have built a solid position<br />
as a leader in Japan’s printing<br />
industry, we cannot rest on the laurels<br />
of our past accomplishments.<br />
We anticipate dramatic changes in<br />
our operating environment, and,<br />
accordingly, we are seeking to<br />
Toppan’s Resources for Change<br />
reform our organization and profit<br />
structure. That process involves<br />
systematic, step-by-step growth<br />
to become an information and<br />
communications company that<br />
draws on our advanced printing<br />
technologies as a core strength.<br />
As Toppan strives to transform<br />
itself for the future while<br />
responding to the numerous challenges<br />
that it faces in the present,<br />
the Company’s prospects rest on its<br />
resources in three key fields—printing,<br />
multimedia, and electronics.
Printing: A Strong<br />
Competitive Edge<br />
The printing industry in Japan,<br />
which has achieved steady growth<br />
throughout this century, is now<br />
facing a period of dramatic change.<br />
As the market matures, printing<br />
companies are being called on to<br />
enhance value in ways that transcend<br />
traditional printing technologies.<br />
Moreover, due to the<br />
lengthening economic slump in<br />
Japan, demand is sluggish and<br />
price competition is intense. For<br />
Toppan, the keys to surviving in<br />
the printing industry in the 21st<br />
century will be the Company’s fundamental<br />
approach to the printing<br />
business—a strong customer-first<br />
orientation and advanced information<br />
capabilities.
?<br />
Japan’s printing industry has already<br />
entered a period characterized by highly<br />
mature markets. What will Toppan—one<br />
of Japan’s leading printing companies—do<br />
to ensure continued growth in its core<br />
business of printing?<br />
Since Toppan’s establishment, superior<br />
printing technology has been the foundation<br />
of the Company’s operations. Today,<br />
we are making full use of the know-how<br />
acquired over many years of success in the<br />
printing industry throughout our wideranging<br />
fields of business, which extend to<br />
securities and cards, commercial printing,<br />
publications printing, packaging, industrial<br />
materials, electronics, business forms, and multimedia.<br />
Demand for printing, Toppan’s core business, is currently<br />
weakening due to the lengthening economic slump in<br />
Japan and to the maturity of the market. Toppan has a large<br />
share of the domestic market, and to survive the intense price<br />
competition that is currently affecting the printing industry the<br />
Company is emphasizing a customer-first orientation and<br />
advanced information capabilities.<br />
To meet diverse customer needs, we will focus on the<br />
fundamentals of the printing business—providing high-quality<br />
printed materials in a short turnaround time and at a reasonable<br />
cost. In this light, we will emphasize our customer-first policy in<br />
all departments throughout the Company, including marketing,<br />
manufacturing, administration,<br />
technology, and research. This<br />
policy is linked to the strategy<br />
of further heightening our<br />
customer orientation in the<br />
printing business around a core<br />
of advanced information capabilities.<br />
In commercial printing,<br />
we responded to growing<br />
demand for personalized marketing with the establishment<br />
of a new line for the production of catalogs at our<br />
Sakado plant in Saitama Prefecture. Toppan is using this<br />
facility in conjunction with the Integrated Database<br />
Marketing System that it has developed in-house to meet<br />
diversifying customer needs. In addition, we opened the<br />
Digital Prepress Center in Tokyo as a base for responding to<br />
the increasing use of digitization in publication printing<br />
markets, where demand for shorter delivery times and<br />
lower costs continues to strengthen.<br />
Toppan’s commitment to the environment<br />
extends throughout the Company. In our packaging<br />
operations, we have developed a lineup of environmentally<br />
friendly products, centered on food packaging<br />
applications. This lineup includes recyclable<br />
products and products that do not release harmful gases<br />
when incinerated. In industrial materials, meanwhile, we<br />
have developed non-polyvinyl-chloride (non-PVC) interior<br />
materials and formalin-free decorative boards. In the area of<br />
sophisticated, high-value-added printing-related products, we<br />
!<br />
are developing advanced IC cards and comprehensive systems<br />
to meet rapidly expanding security needs in the securities and<br />
cards field.<br />
Overseas, we relocated our publications printing<br />
operations from a now closed Singapore subsidiary to Hong<br />
Kong and Shenzhen, China. In the future, we will further<br />
strengthen these plants in line with their roles as important<br />
production bases in Asia.<br />
Progress in Printing<br />
Personalized catalog production<br />
plant opened<br />
During the past fiscal year,<br />
Toppan opened a line for the<br />
production of personalized catalogs.<br />
The new line will be used<br />
in tandem with our database marketing<br />
operations, which are already showing favorable<br />
results. Built at a cost of ¥14.0 billion on<br />
the site of our Sakado plant in Saitama<br />
Prefecture, the new facility features high-speed<br />
digital networks and the latest laborsaving and factory automation<br />
systems. There is strong demand in the market for personalized<br />
marketing services, especially in the Tokyo metropolitan area.<br />
In order to bolster our ability to meet that demand, we built this<br />
new line, which is Japan’s first full-fledged selective system line for<br />
the printing, binding, and enclosure of catalogs that are personalized<br />
in accordance with the preferences of individual customers.<br />
Mass production of the world’s first hybrid IC cards<br />
In response to demand for IC cards that combine the advantages<br />
of contact and non-contact cards, Toppan has built facilities<br />
for the full-scale mass production of hybrid IC cards that<br />
are about the size of a credit card and can be embossed. These<br />
new production facilities have enhanced Toppan’s ability to<br />
meet demand in such areas as electronic payment systems and<br />
multipurpose IC cards.<br />
Toppan GL Film in North America<br />
and Europe<br />
Toppan has signed an exclusive sales<br />
contract for GL Film, a transparent<br />
high barrier film, with Huntsman<br />
Packaging Corporation, of the United<br />
States. The agreement, which covers<br />
Canada, the United States, and Mexico, will lead to expanded<br />
sales of this film for use in applications that require excellent<br />
barrier properties, such as confectioneries, processed foods,<br />
toiletries, medicines, and precision electronic components.<br />
Meanwhile, to expand sales in Europe, we have<br />
entered into a tie-up with a company based in Milan.<br />
7
Multimedia: A<br />
Driving Force for<br />
Future Growth<br />
As a leader in the printing industry,<br />
Toppan began working with<br />
technology for digitizing text and<br />
graphics at an early stage. In the<br />
1970s, we became the first company<br />
in Japan to develop a computerized<br />
typesetting system (CTS),<br />
and we subsequently developed<br />
a system for graphics digitization.<br />
Toppan moved quickly to meet<br />
emerging needs for the digitization<br />
of printing, such as DTP. To<br />
accelerate the development of our<br />
ability to meet multimedia-related<br />
needs, we have started various<br />
new multimedia businesses and<br />
entered into tie-ups with leading<br />
multimedia companies.
?<br />
A large number of companies offer “multimedia”<br />
as a key part of their strategies<br />
for future growth, but such references to<br />
multimedia are often quite ambiguous.<br />
In what way will Toppan realize the<br />
potential of multimedia?<br />
The broad scope of Toppan’s multimedia<br />
operations extends to related<br />
products, the Company’s customer base,<br />
and partnerships with a diverse range of<br />
companies. In printing and related technologies,<br />
the use of digitization technologies<br />
at the prepress stage is playing an<br />
important role in the reduction of costs<br />
and the provision of shorter turnaround<br />
times. The percentage of products processed by desktop publishing<br />
(DTP) grows each year, and we have steadily reinforced<br />
our ability to respond to that trend. For example, Toppan<br />
moved quickly to promote the shift to the computer-to-plate<br />
(CTP) method through the introduction of direct digital color<br />
proofs (DDCPs). Our success in responding to demand for the<br />
digitization of these types of printed materials has enabled our<br />
smooth transition to multimedia-related activities, including content<br />
creation for CD-ROMs, DVD-ROMs, and the Internet as well<br />
as system development.<br />
Currently, in<br />
fields centered on paperbased<br />
printed products—<br />
commercial<br />
printing and<br />
publications<br />
!<br />
printing—and<br />
in high-technology<br />
fields where<br />
“Maja clothed” by Goya Y Lucientes<br />
(Photo by Joseph Martin)<br />
security systems are required, such as securities and<br />
cards, Toppan is working to respond appropriately to<br />
emerging market trends. At the same time, we are making<br />
rapid progress with the creation of new business<br />
opportunities that transcend the boundaries of<br />
traditional fields. Our multimedia operations, which we<br />
started in April 1996, are the center of these activities.<br />
In multimedia, Toppan is utilizing content creation<br />
expertise and tie-ups with leading multimedia companies<br />
to take advantage of emerging opportunities.<br />
During the year under review, we launched a channel<br />
on Sky PerfecTV—a communications satellite based digital<br />
broadcast service—and we have begun independent<br />
production of programming content and sales of secondary<br />
usage. Also, in conjunction with Hitachi and<br />
Asahi Shimbun, we formed a digital image rights service<br />
company, Image Mall Japan Co., Ltd., and began<br />
the digitization of national treasures and important<br />
cultural assets in the collection of the Tokugawa Museum, as<br />
well as other works of art. We are now marketing these images<br />
over the Internet. Furthermore, in cooperation with such<br />
companies as NTT, Dentsu, Yahoo Japan, and Sharp, we<br />
established CyberMap Japan Corp. which offers an Internetbased<br />
map service, called Mapion. During the year under<br />
review, we also worked with Toshiba and Dentsu to launch<br />
FreshEye, an Internet portal. In addition, in April 1999, we<br />
established the Solution Center, which solves the problems of<br />
customers through the application of digital technologies centered<br />
on our database and network technologies. The center is<br />
contributing to our ability to strengthen relationships with<br />
existing customers in a wide range of fields. These are just a<br />
few examples of how Toppan’s multimedia-related operations<br />
are achieving broad-based growth while becoming a driving<br />
force toward the steady development of our new operational<br />
structure.<br />
Progress in Multimedia<br />
Advanced Virtual Reality<br />
Laboratory opened<br />
Toppan is making rapid progress<br />
with digital content operations,<br />
centered on the development and<br />
production of full-fledged virtual<br />
reality products. In addition to the<br />
high-precision image processing, color management, and<br />
VRML (Virtual Reality Modeling Language) technologies that<br />
we have cultivated over many years, we have succeeded in the<br />
development of real-time 3-D computer graphics technology.<br />
In April 1998, we established the Virtual Reality Laboratory as a<br />
development and production base. The laboratory has a system<br />
that uses three projectors to display 3-D images on a<br />
large-scale spherical screen with a 150-degree lateral field of<br />
view and a 40-degree vertical field of view. Toppan will use<br />
these facilities to provide large-scale virtual reality content creation<br />
for museums and corporate showrooms.<br />
Channel opened on<br />
Sky PerfecTV<br />
The Company initiated broadcast<br />
operations with the launch of a<br />
channel on Sky PerfecTV. Based on<br />
the performance of NHK and other<br />
satellite broadcasting ventures in<br />
Japan, we decided to focus the<br />
programming on high-quality documentaries. Furthermore, we<br />
also offer original programming, such as lifestyle information<br />
programs. In June 1999, we announced the new name<br />
J Document 750, under which we will move ahead with the<br />
production and management of programs that reflect a<br />
stronger emphasis on documentary content.<br />
9
Electronics: A Key<br />
to Renewed<br />
Profitability<br />
Toppan’s electronic components<br />
operations extend back to the<br />
1950s, when the Company used<br />
advanced photomechanical technologies<br />
acquired through<br />
accumlated know-how of prepress<br />
to develop highly precise<br />
patterns with features measured<br />
in microns. Today, we produce a<br />
range of key devices for leadingedge<br />
electronic products. These<br />
include photo-masks, which are<br />
indispensable in the production of<br />
semiconductors; color filters, an<br />
essential component of the color<br />
LCDs that are used in notebook<br />
computers; and shadow masks,<br />
which are used in high-resolution<br />
cathode-ray tubes (CRTs) for<br />
color computer monitors. We<br />
have thus secured leading positions<br />
in international markets for<br />
these products.
?<br />
Electronics operations already account for<br />
nearly 15% of Toppan’s net sales. What role<br />
will electronic components and products<br />
used in the manufacturing of semiconductor<br />
devices play in Toppan’s future growth and<br />
development?<br />
In electronics, we are striving to<br />
further develop such promising<br />
products as photomasks for semiconductor<br />
production, leadframes for<br />
back-end semiconductor processing,<br />
printed wiring boards, and CRT<br />
shadow masks. In addition, we are<br />
working to create demand for highpotential<br />
products, such as CCD onchip<br />
color filters and the BGA (ball<br />
grid array), a new semiconductor package. Due to the large<br />
scale of the market for electronic components and the growth<br />
in demand accompanying the rapid spread of personal computers,<br />
the potential demand for Toppan’s electronics-related<br />
products is significant.<br />
In recent years, the adoption of larger screen sizes on<br />
notebook computers and the growing use of LCDs on desktop<br />
computers have fueled a trend toward larger-sized color filters.<br />
To meet that need, we have expanded our production lines<br />
and heightened our ability to generate large-sized, high-resolution<br />
masters. As a result, Toppan is able to offer the highestquality<br />
color filters in the industry. Moreover, we have the<br />
capability to mass-produce these products using a<br />
high-purity color resist that has become an industry<br />
standard.<br />
In the semiconductor industry, recent<br />
years have seen larger-scale integration and faster<br />
devices. As a result, demand is growing for photomasks,<br />
the masters for semiconductors, that have<br />
much finer circuits and higher data capacities. In<br />
response, Toppan is offering a stable supply of photomasks<br />
for the key 64-megabit DRAMs, and it is making<br />
steady progress with the trial<br />
production of photomasks for<br />
256-megabit and 1-gigabit<br />
DRAMs.<br />
One of Toppan’s goals is<br />
to raise the percentage of its net<br />
sales accounted for by electronics<br />
operations from the current figure<br />
of almost 15% to 20% by<br />
2000. To that end, approximately<br />
30% of the Groupwide<br />
total capital investment of<br />
¥100.0 billion in the year ended March 1998 was allocated<br />
to the electronics field. Consequently, we have<br />
increased production capacity, quality, and production volume<br />
for semiconductor photomasks and CRT shadow masks, and<br />
this investment is already showing positive results during the<br />
first half of the current fiscal year.<br />
!<br />
In the years ahead, Toppan plans to invest aggressively<br />
in expanding its electronics-related facilities. In anticipation of<br />
growth in the use of LCDs, we are seeking to further increase<br />
yields, maintain acceptable equipment utilization rates, and<br />
reduce the time required to change plates for each product in<br />
order to rapidly strengthen our competitiveness and bolster<br />
our production structure.<br />
Progress in Electronics<br />
New production line completed for large color filters<br />
In the year under review, Toppan opened a state-of-the-art<br />
production line at its Niigata plant, a manufacturing base for<br />
printed wiring boards and for color filters used in LCDs. The<br />
new line, which will be used for the production of color filters<br />
for large-screen LCDs, is compatible with large-size glass<br />
plates—up to 650 mm by 750 mm—and has a monthly<br />
production capacity of more than 300,000 units (calculated<br />
in terms of 14-inch units). Because the<br />
new line is highly automated, it offers<br />
high productivity and advanced laborsaving<br />
functions, as well as the cleanest<br />
manufacturing capabilities in the<br />
domestic industry. It showcases the<br />
expertise that we have acquired<br />
through the operation of our 555 mm<br />
by 650 mm substrate line. The start-up<br />
of the new line has increased Toppan’s<br />
total monthly color filter production capacity to more than 1.1<br />
million units (calculated in terms of 12-inch units).<br />
Electronics marketing and sales base opened in Singapore<br />
In November 1998, Toppan established a marketing and sales<br />
base in Singapore, where significant growth is expected in the<br />
electronic components supply business. The new office is<br />
engaged in sales and related activities for electronic components,<br />
as well as general import and export operations. Asian<br />
manufacturers of electronic components are expected to post<br />
strong growth in the years ahead, with the market for leadframes,<br />
photomask blanks, and shadow masks in Singapore<br />
and neighboring countries being especially large. Accordingly,<br />
we decided that we needed to have a marketing base with<br />
close ties to local customers. In the future, we will work to<br />
make full use of our precision component manufacturing base<br />
in Taiwan and expand sales of electronic components in Asia.<br />
11
Toppan’s Environmental<br />
Activities<br />
On the eve of the 21st century, environmental<br />
issues have become an urgent<br />
matter on a global scale. Toppan recognized<br />
the importance of environmental<br />
conservation activities at an early stage<br />
and has taken an active approach to<br />
dealing with these issues. We are committed<br />
to following a multifaceted<br />
approach to environmental problems,<br />
and under the leadership of the Ecology<br />
Center, which has Companywide<br />
responsibility for environmental issues,<br />
we are carrying out environmental activities<br />
in accordance with the Toppan<br />
Global Environmental Declaration,<br />
which outlines our fundamental philosophy.<br />
These activities can be broadly<br />
categorized into “Eco-Protection:<br />
environmental conservation activities at<br />
Eco-<br />
Protection<br />
The term Eco-Protection refers to all environmental<br />
conservation activities at Toppan’s<br />
manufacturing sites. We are striving to lessen<br />
the environmental impact of all our manufacturing<br />
activities through such measures as<br />
ensuring appropriate control of chemicals, reducing the use<br />
of harmful chemicals, and adopting CFC-alternatives and<br />
reducing emissions of carbon dioxide. In addition, we<br />
endeavor to protect the environment through<br />
Companywide initiatives, such as energy-saving, resource<br />
conservation, and the sorting and recycling of industrial<br />
waste. These activities include the recycling of office paper and the construction of<br />
office buildings that incorporate systems for reusing rainwater.<br />
1. Pollution prevention<br />
At the Toppan Group’s 50 domestic and 7 overseas plants, environmental<br />
activities are devised by Eco-Protection Committees. We conduct annual internal<br />
environmental audits based on our own standards, which are more rigorous than<br />
regulatory requirements, and these audits play an important role in meeting<br />
environmental goals.<br />
2. Industrial waste control<br />
We have set the goal of reducing non-recyclable waste generated by our<br />
operations in the year ending March 2000 to 50% of the level in the year ended<br />
March 1990. To achieve that target, we are endeavoring to reduce industrial<br />
waste. Our long-term goal is for “zero waste.”<br />
3. Energy-saving<br />
Toppan seeks to restrict emissions of carbon dioxide, a so-called greenhouse gas.<br />
Our goal is to reduce our use of electricity and heat to 20% of 1990 levels by<br />
2005.<br />
manufacturing sites” and “Eco-Creativity:<br />
development of environmentally friendly<br />
products.” In these two areas, Toppan is<br />
taking aggressive measures Companywide<br />
to protect the environment.<br />
A portion of Cartocan sales donated to<br />
reforestation projects in Indonesia<br />
Toppan is donating a percentage of the<br />
sales of Cartocan paper drink containers<br />
to a reforestation fund coordinated by the<br />
Japan Ecology Foundation. These funds will<br />
be used to support a tree planting project<br />
in Indonesia, where extensive areas of tropical<br />
rain forest were lost in spring 1998<br />
through widespread fires. Twice a year,<br />
Toppan and beverage companies that use<br />
Cartocan will donate a percentage of<br />
Cartocan sales to the reforestation fund.<br />
In the past fiscal year, the first year of this<br />
program, 60 hectares of margosa and<br />
mahogany were planted.<br />
Toppan Green Paper 100 Series<br />
Toppan has developed a 100% recycled<br />
paper that is suitable for use in a wide<br />
range of high-quality commercial printed<br />
12
Eco-<br />
Creativity<br />
To enable us to fulfill our responsibilities<br />
in the areas of both business and environmental<br />
conservation, we have established<br />
Eco-Creative Networks in each of our<br />
fields of business. Through these networks,<br />
Toppan carries out a wide range of<br />
activities, including support for customers<br />
in environmental conservation areas, the research and development of environmentally<br />
friendly products, participation in environmental conservation related events,<br />
and eco-business development activities.<br />
1. Research and development of environmentally friendly products<br />
Areas of focus in our research efforts include the recyclability of printed products<br />
and the environmental impact of waste processing, as well as the development of<br />
environmentally friendly products. In particular, in the field of packaging, we have<br />
evaluated environmental impact assessment methods and created a Life Cycle<br />
Assessment (LCA) system for use in product development.<br />
2. Afforestation operations<br />
In January 1997, in conjunction with Oji Paper Co., Ltd., and Nissho Iwai Corporation,<br />
we established a joint venture company for the purpose of planting trees in<br />
Australia. Our initial target is to complete the planting of 10,000 hectares with fastgrowing<br />
eucalyptus and other broad-leaved trees by 2007. These efforts will contribute<br />
to global environmental improvement by ensuring future resources and<br />
facilitating carbon dioxide fixation.<br />
3. “Green” procurement<br />
In 1992, Toppan began using recycled paper in a wide range of applications,<br />
including copier paper, business cards, and newsletters, and also began to install<br />
energy-saving office equipment. In January 1999, we introduced throughout the<br />
Company a “green” procurement system for office supplies. We are now planning<br />
to introduce a similar system for production materials in the near future.<br />
materials, such as catalogs and pamphlets.<br />
We began introducing this new product to<br />
customers in February 1999, and the initial<br />
response has been very favorable. Recent<br />
years have seen a strong trend toward the<br />
increased use of recycled paper in corporate<br />
and government publications, and<br />
demand for recycled paper continues to<br />
rise steadily. As a printing company that<br />
uses a large volume of paper, we felt that<br />
the development of 100% recycled paper<br />
suitable for commercial printing applications<br />
would be an important part<br />
of our contribution to the establishment<br />
of a recycling-oriented society. Working<br />
together with a paper manufacturer, we<br />
developed this series of ecologically oriented<br />
products. We will aggressively promote<br />
the use of these products, and our goal is<br />
for the Toppan Green Paper 100 Series to<br />
account for 40% of the paper we use by<br />
2001.<br />
History of Toppan’s<br />
Environmental Activities<br />
1960<br />
D Introduced organic solvent collection<br />
equipment<br />
1971<br />
D Established the Environmental<br />
Control Department at the Head<br />
Office and subsequently opened an<br />
Environmental Coordination Office<br />
at every domestic plant<br />
D Began environmental auditing<br />
activities<br />
1991<br />
D Established the Ecology Center at<br />
the Head Office<br />
D Reorganized nationwide environmental<br />
management structure and<br />
system<br />
D Established the Environmental<br />
Research Group in the Technical<br />
Research Institute<br />
1992<br />
D Formulated the Toppan Global<br />
Environmental Declaration<br />
D Founded the in-house Ecology<br />
Award program<br />
1993<br />
D Established the Toppan Global<br />
Environmental Voluntary Plan, a<br />
basic activity plan<br />
1994<br />
D Completely eliminated the use of<br />
designated chlorofluorocarbons<br />
(CFCs) and trichloroethylene<br />
1996<br />
D Received the Fuji Sankei Group<br />
Award at the Earth Environment<br />
Awards<br />
D Joined the Green Purchasing<br />
Network<br />
1997<br />
D Introduced an environmental system<br />
conforming to ISO 14001 standards<br />
at every plant<br />
1998<br />
D Introduced an original LCA system<br />
for the development of packaging<br />
products<br />
D Received ISO 14001 certification<br />
at the Shiga and Kumamoto plants<br />
D Issued Fiscal 1998 Environmental<br />
Report<br />
1999<br />
D Launched the Toppan Green<br />
Paper 100 Series,100 percent recycled<br />
paper<br />
D Began donating a percentage of<br />
Cartocan sales to a reforestation project<br />
in Indonesia<br />
13
The Toppan Group’s operations are<br />
organized into seven business fields:<br />
securities and cards, commercial<br />
Securities and Cards<br />
printing, publications printing,<br />
packaging, industrial materials,<br />
electronics, and business forms.<br />
Commercial Printing<br />
As a result of sluggish printing markets<br />
caused by weak demand and<br />
of declining prices, business forms<br />
was the only field in which the<br />
Publications Printing<br />
Company was able to record an<br />
improved performance during the<br />
Review of Operations<br />
fiscal year under review. In this<br />
difficult operating environment,<br />
Toppan implemented forward-looking<br />
measures to build a foundation<br />
Packaging<br />
for future growth. Electronics and<br />
multimedia, key fields of emphasis<br />
for the Company in recent years,<br />
were the focus of aggressive capital<br />
Industrial Materials<br />
investment and increased staffing<br />
during the year. We also worked to<br />
Electronics<br />
implement business reform measures<br />
and reduce costs throughout<br />
the Company.<br />
Business Forms
Securities and<br />
Cards<br />
In this field, Toppan<br />
boasts a significant<br />
share of domestic markets<br />
for a wide range of<br />
securities and cards.<br />
We have used our<br />
sophisticated securities printing and security technologies to<br />
become the leading supplier of negotiable securities, such as<br />
stock certificates, bonds, and passbooks, as well as of a broad<br />
variety of cards, including credit, cash, prepaid and other magnetic<br />
cards, and IC cards.<br />
During the year under review, Toppan‘s sales in this field<br />
declined 0.9%, to ¥50.2 billion (US$414.9 million). The principal<br />
reasons for this decrease were a significant slump in demand<br />
for game cards as well as reduced demand for established<br />
products, such as passbooks, due to the sluggish economic conditions.<br />
Orders for IC card related products rose, however, due<br />
primarily to a significant increase in replacement demand associated<br />
with the Y2K problem. Furthermore, our MP-300G passport<br />
printer, which offers the most advanced security, efficiency,<br />
and rapid processing, was adopted for use by the U.S. government,<br />
garnering significant attention in Japan and overseas.<br />
In response to the needs of the financial and other industries<br />
for greater operational efficiency and enhanced marketing<br />
support, Toppan plans to bolster its data processing services,<br />
which are offered to customers on an outsourcing basis. During<br />
the past year, to secure a leading position in the domestic market<br />
for IC cards and augment our presence in overseas markets<br />
for these products, we established a joint venture in the United<br />
Kingdom with Toshiba and a U.K. corporation. In Europe,<br />
which leads the world in the testing of electronic money,<br />
a market for IC cards has already<br />
taken shape, and significant<br />
increases in demand are anticipated<br />
in the years ahead. We<br />
also plan to use the know-how<br />
acquired in Europe to guide our<br />
operational development in<br />
Japan. Meanwhile, in the North<br />
American and Asian markets, our<br />
resources will be targeted at further<br />
market development based<br />
on the sales results of PET cards.<br />
The key phrase of Toppan‘s<br />
operations in the securities and<br />
cards field is secure communications.<br />
By developing software and<br />
media to solve customers’ problems<br />
and by proposing comprehensive<br />
solutions that extend<br />
from systems to tools, we will<br />
develop market opportunities<br />
and expand our sales.<br />
60<br />
40<br />
20<br />
0<br />
SALES<br />
(Billion ¥)<br />
’95 ’96 ’97 ’98 ’99<br />
Commercial<br />
Printing<br />
In commercial printing,<br />
Toppan maintains a<br />
strong customer base<br />
that spans a wide<br />
range of industries. In<br />
this field, the Company<br />
produces printed materials that are used by corporations in their<br />
advertising and promotional activities, such as catalogs, pamphlets,<br />
flyers, posters, and calendars. We also plan and produce<br />
multimedia-related products, including content creation for CD-<br />
ROMs and web sites and the development of related systems.<br />
Although Toppan implemented aggressive marketing<br />
activities during the year under review, sales decreased 5.7%,<br />
to ¥291.5 billion (US$2,409.1 million). This decrease was principally<br />
a result of declining demand for corporate advertising<br />
and promotional work due to slumping consumption in Japan.<br />
Competition for orders was intense, and consequently our<br />
orders we received for flyers, pamphlets, and mail order catalogs<br />
were down.<br />
While orders from the beverage industry for direct mail<br />
materials, pamphlets, catalogs, and point-of-purchase (POP)<br />
materials increased thanks to major sales promotional campaigns,<br />
orders declined for PR materials as well as for flyers,<br />
catalogs, and calendars for the retail industry. Orders were also<br />
favorable for commemorative corporate history books as well<br />
as for annual reports and other disclosure-related materials.<br />
During the past fiscal year, Toppan continued working to<br />
expand demand for its commercial printing operations by providing<br />
a comprehensive range of support for the marketing<br />
activities of its customers. In response to rising demand for<br />
personalized marketing in a range of industries, we made further<br />
progress in building our Integrated Database Marketing<br />
System. In October 1998, we began operations at a new line<br />
at our Sakado plant in Saitama Prefecture. This line can handle<br />
catalog binding, selection of order sheets and pamphlets, and<br />
enclosure in accordance with the specific needs of individual<br />
customers.<br />
The Sakado plant is also the site of the industry’s most<br />
sophisticated factory automation facilities and quality control<br />
system, which we installed during the year under review. These<br />
facilities offer full digital operation from prepress to platemaking<br />
and cover everything from roll paper supply to packing and<br />
shipping. Consequently, they enable us to offer a stable supply<br />
of high-quality products, shorter delivery times, and reduced<br />
costs due to laborsaving efficiencies.<br />
To meet growing needs for international services, we offer<br />
international data transfer systems that operate through our<br />
database center. These systems have resulted in shorter delivery<br />
times and reduced costs in the production of mail order,<br />
office supply, and parts catalogs, and they have been highly<br />
evaluated by our customers.<br />
Toppan continues to take a<br />
wide-ranging approach to the<br />
pursuit of emerging opportunities<br />
in commercial printing. To<br />
meet growing demand for environmentally<br />
friendly products,<br />
we are building a system that<br />
offers environmentally friendly<br />
sales promotional materials,<br />
strengthening our support for<br />
the production of environmental<br />
reports, bolstering our development<br />
of products and services<br />
for the multimedia age, and augmenting<br />
our response to the<br />
growing use of digital technologies<br />
in the production processes<br />
for printed materials.<br />
320<br />
240<br />
160<br />
80<br />
0<br />
SALES<br />
(Billion ¥)<br />
’95 ’96 ’97 ’98 ’99<br />
15
Publications<br />
Printing<br />
Toppan has a wealth<br />
of experience in printing<br />
a variety of publications,<br />
including<br />
weekly and monthly<br />
magazines, trade<br />
books, art books, and dictionaries.<br />
During the year under review, Toppan‘s sales in the publications<br />
printing field declined 6.7%, to ¥181.5 billion<br />
(US$1,500.0 million). The lengthening slump in domestic consumption<br />
has directly affected the publishing industry, and the<br />
numbers of books and magazines printed are declining. The<br />
return rate for books was at a record high level during the year,<br />
while the number of magazines printed was down because the<br />
magazine return rate had set a record high in the previous<br />
year. During the year under review, 169 new magazines were<br />
launched, 10 less than in the previous year, while 148 were discontinued,<br />
14 more than the year before. To offset the sluggish<br />
sales of existing magazines, we increased the printing of nonperiodical<br />
publications. However, due to the economic slump,<br />
spending on magazine advertising and printing volumes both<br />
decreased, leading to a decline in the total number of pages<br />
printed. In addition to the slump, significant market trends<br />
included the continued diversification of publication and sales<br />
channels. Overall, there were signs of structural changes in the<br />
publishing industry, indicating a turning point in the market.<br />
In response to these changes, Toppan is implementing marketing<br />
activities targeting publishers and bookstores. These<br />
activities include providing support for publishing operations<br />
by making proposals to publishing companies from the planning<br />
stage, as well as providing comprehensive support<br />
through the delivery stage. To achieve shorter turnaround<br />
times and reduced costs, in July 1998 we opened new digital<br />
prepress facilities in our Tokyo plant, significantly enhancing<br />
our ability to respond to advances in DTP.<br />
Meanwhile, in multimedia, we are making the most of our<br />
market position, which provides contacts with customers in a<br />
wide range of industries. Toppan<br />
is aggressively expanding into<br />
the content creation business by<br />
meeting needs for the conversion<br />
of printed materials held by<br />
publishing companies to multimedia<br />
formats and by entering<br />
into tie-ups with companies in<br />
other industries. We are also<br />
pushing ahead with technical<br />
development to meet the needs<br />
of the multimedia age, such as<br />
digitization and network-based<br />
services.<br />
In the years ahead, Toppan<br />
will draw on its comprehensive<br />
strengths and take a multifaceted<br />
approach to reinforcing its<br />
position of market leadership.<br />
We will continue working to<br />
raise our performance through<br />
the creation of new demand and<br />
new markets.<br />
200<br />
150<br />
100<br />
50<br />
0<br />
SALES<br />
(Billion ¥)<br />
’95 ’96 ’97 ’98 ’99<br />
Packaging<br />
Toppan has a leading<br />
share of the packaging<br />
market in Japan. With<br />
a solid base of original<br />
technological development<br />
capabilities, we<br />
supply packaging products with superior quality and functionality<br />
to a wide range of industries, including food, beverages, confectionery,<br />
and toiletries. Our comprehensive operational development<br />
has made us an industry leader in a broad span of packaging<br />
fields, including paper goods, plastic film and other wrapping<br />
materials, filling and packaging machines, and related systems.<br />
During the year under review, Toppan‘s sales in the packaging<br />
field declined 4.5%, to ¥213.5 billion (US$1,764.5 million).<br />
This decline was attributable to weak demand in our customer<br />
industries, which led to lower sales of cardboard, flexible packaging<br />
materials, and plastics. On the other hand, demand for<br />
insulated paper cups increased, and sales of Cartocan, GL Film,<br />
and other environmentally friendly products, which the<br />
Company has positioned as strategically important, continued<br />
to rise. Moreover, the implementation of a law regulating the<br />
recycling of container packaging materials in Japan has had a<br />
positive impact on our sales of these products.<br />
A good example of our ecologically friendly products is<br />
GL Film, a functional packaging material. GL Film consists of<br />
a transparent, high barrier film onto which ceramic has been<br />
deposited. GL Film is being used in a growing number of<br />
applications, including as a flexible packaging material for confectioneries<br />
and retort pouches and in liquid containers. We<br />
have entered tie-ups with local companies for the marketing<br />
and local production of GL Film in North America and Europe,<br />
where it has been highly evaluated. Furthermore, demand for<br />
GL Film is increasing because it is environmentally friendly; it<br />
can be incinerated without any release of harmful substances.<br />
Thus, GL Film can be used to replace PVC materials and aluminum<br />
in many applications.<br />
Another key environmentally friendly product is Cartocan,<br />
a paper beverage container. The applications for Cartocan are<br />
also growing, centered on non-carbonated beverages and other<br />
liquid products, and its shipments<br />
and customer numbers are steadily<br />
expanding. Cartocan has been<br />
highly evaluated for its superior<br />
characteristics. Because it can be<br />
used in aseptic filling and packing<br />
operations, Cartocan facilitates<br />
long-term storage of contents.<br />
In addition, it can also be used in<br />
microwave ovens and is readily<br />
recyclable.<br />
In the future, Toppan will<br />
continue to add original functionality<br />
and design to its packaging<br />
products. By facilitating<br />
the digitization of package<br />
design, we will improve the<br />
effectiveness and efficiency of<br />
our product planning. In the<br />
years ahead, Toppan will expand<br />
into new markets and continue<br />
working to improve the results of<br />
its packaging operations.<br />
250<br />
200<br />
150<br />
100<br />
50<br />
0<br />
SALES<br />
(Billion ¥)<br />
’95 ’96 ’97 ’98 ’99<br />
16
Industrial<br />
Materials<br />
Toppan has used its<br />
original development<br />
strengths in printing<br />
technologies and<br />
materials to develop<br />
high-value-added<br />
industrial materials, with an emphasis on such products as<br />
decor sheets and wallpaper. We have leading shares of the<br />
markets for these products, which we supply to residential<br />
builders and manufacturers of construction materials.<br />
The Company‘s sales in this field declined 7.2% during the<br />
year under review, to ¥40.3 billion (US$333.1 million). The<br />
principal reasons for the decrease were a large drop in housing<br />
starts caused by the lengthening slump in the domestic economy<br />
and a sluggish market for renovation work. However, solid<br />
expansion is being recorded by ecological products, to which<br />
we are now devoting considerable resources, and by exports,<br />
especially to the United States and Europe. Based on these factors,<br />
we expect our business in this field to grow in the near<br />
future. Toppan Ecosheet, a non-PVC decorfilm, continued to<br />
record a strong performance and steadily expanded its market<br />
share. Toppan Ecowall, a non-PVC wallpaper product, is used<br />
in an expanding range of applications, especially by residential<br />
builders.<br />
In a difficult operating environment marked by a sluggish<br />
residential construction market, Toppan is conducting aggressive<br />
marketing of high-value-added products, centered on its<br />
mainstay decor sheets and wallpaper. These marketing activities<br />
are based on the key words of environment, quality, comfort,<br />
and efficiency, which express our commitment to<br />
manufacturing products with low environmental impact, to<br />
offering design and quality that facilitate the creation of comfortable<br />
spaces, and to providing materials that are space efficient,<br />
easy to install, and user<br />
friendly.<br />
In addition to printed<br />
products, we are also devoting<br />
our attention to sales of other<br />
residential materials and sales of<br />
unit systems. As one facet of<br />
these activities, in fall 1998 we<br />
introduced an integrated system<br />
for interior finishing and fixtures<br />
in next-generation condominiums<br />
that features significant<br />
cost savings.<br />
The government’s economic<br />
stimulus measures are expected<br />
to lead to a recovery in housing<br />
starts sometime in 1999. As<br />
demand recovers, Toppan will<br />
take a thorough, wide-ranging<br />
approach to environmental and<br />
quality control measures and<br />
offer customers products with<br />
higher added value.<br />
60<br />
40<br />
20<br />
0<br />
SALES<br />
(Billion ¥)<br />
’95 ’96 ’97 ’98 ’99<br />
Electronics<br />
Toppan offers a wide<br />
range of electronicsrelated<br />
products based<br />
on its original precision<br />
fabrication technologies.<br />
We are a leader in<br />
the global markets for semiconductor photomasks and leadframes,<br />
color filters for LCDs, and shadow masks for CRTs.<br />
During the year under review, Toppan‘s sales in the electronics<br />
field declined 8.7%, to ¥132.6 billion (US$1,095.9 million).<br />
Due to the lengthening economic slump and the accompanying<br />
cutback in investment, the production levels of industrial electronic<br />
equipment and consumer electronic products remained<br />
unchanged from the previous year. The semiconductor market<br />
was sluggish, and the display market was adversely affected by<br />
reductions in CRT inventories. Conditions continued to be difficult<br />
throughout the year. The principal reasons for the decline in<br />
the Company‘s performance in this field were weak demand for<br />
leadframes, printed wiring boards, and shadow masks as well as<br />
declines in prices due to the poor market conditions.<br />
For semiconductor-related products, favorable results were<br />
recorded by sub-0.18 micron line photomasks, but leadframes<br />
were adversely affected by market conditions. Currently, we are<br />
making preparations for the start of the mass production of two<br />
new semiconductor package types: plastic BGA and tape BGA.<br />
The launch of these new products will significantly reinforce our<br />
presence in semiconductor packaging markets.<br />
For display-related products, demand for high color purity<br />
resist color filters increased significantly due to larger screen sizes<br />
on notebook computers, the expanding use of LCDs on desktop<br />
computers, and growth in the market for color LCD monitors.<br />
As a result of these factors, our performance in color filters was<br />
favorable during the year under review.<br />
In the years ahead, Toppan will continue to maintain a rapid<br />
pace of focused investment in electronics. In color filters, we will<br />
work to achieve further advances in size and color purity. During<br />
the year under review, we installed a new line at our Niigata plant<br />
for the production of glass plates up to 650 mm by 750 mm, each<br />
of which will yield six 14-inch filters. In order to further raise precision<br />
and increase production capacity for high-definition shadow<br />
masks for personal computer CRT displays, we plan a significant<br />
level of capital investment at our Kumamoto plant. For semiconductor-related<br />
products, having installed a new line at our Shiga<br />
plant that we are using to produce<br />
high-precision photomasks for<br />
next-generation semiconductors,<br />
we will continue to devote<br />
resources to the development and<br />
preparation for the mass production<br />
of new types of packages.<br />
The further expansion of our<br />
electronics component operations<br />
will remain one of our top priorities.<br />
Toppan will provide an advanced<br />
response to the range of performance<br />
and quality standards that<br />
will accompany continued<br />
progress in LCDs and semiconductors.<br />
At the same time,<br />
Toppan will continue to work<br />
actively to foster the technological<br />
innovation that underlies the<br />
creation of new added value.<br />
150<br />
100<br />
50<br />
0<br />
SALES<br />
(Billion ¥)<br />
’95 ’96 ’97 ’98 ’99<br />
17
Business Forms<br />
Toppan Forms Co.,<br />
Ltd., is responsible for<br />
the business forms<br />
operations of the<br />
Toppan Group. The<br />
main activities of<br />
Toppan Forms are the production of vouchers, invoices, and<br />
other business forms, as well as Data Print Services (DPS),<br />
which involve the receipt of data from customers for printing,<br />
processing, and delivery. Furthermore, Toppan Forms is making<br />
full use of the database technology acquired through DPS<br />
as it develops our operations in customer information strategy<br />
consulting and information management services (IMS), which<br />
take full advantage of the Internet and electronic media.<br />
During the year under review, Toppan Forms‘ sales<br />
increased 0.9%, to ¥163.7 billion (US$1,352.9 million).<br />
Toppan Forms‘ flagship business forms operations recorded a<br />
decrease in sales due to declines in both sales volumes and<br />
prices for its principal products, ordinary continuous slips.<br />
Moreover, the pace of growth in DPS operations slowed due<br />
to sluggish demand for direct mail services. On the other<br />
hand, favorable growth was recorded by mailing services for<br />
invoices and other business forms, which benefited from the<br />
strengthening of quality assurance systems and the growing<br />
use of outsourcing. In the future, Toppan Forms will expand its<br />
DPS businesses to include new services for financial institutions,<br />
which are increasingly providing a better level of service<br />
to individual customers in the wake of Japan’s financial deregulation.<br />
Sales of equipment were favorable due to expanded sales<br />
of high-speed collation systems to the distribution industry as<br />
well as envelope insertion and sealing equipment to financial<br />
institutions. Sales of supplies were also favorable, as we<br />
acquired new customers for such products as computer printer<br />
supplies and office paper. In addition, revenues from services<br />
increased, thanks to steady progress in developing new<br />
operations in the field of multimedia.<br />
In the future, Toppan Forms<br />
will continue to aggressively<br />
promote its proposal-based sales<br />
activities by speeding up its<br />
development of products that<br />
meet market needs and by differentiating<br />
its products and services<br />
from those of its<br />
competitors. We will thoroughly<br />
reduce materials and other costs<br />
and emphasize laborsaving,<br />
rationalization, and greater efficiency<br />
in production and distribution.<br />
By providing the market<br />
with IMS-related products,<br />
Toppan Forms is aiming to establish<br />
itself as an Integrated<br />
Information Management<br />
Services (IIMS) that responds<br />
appropriately to the business<br />
strategies of its customers.<br />
180<br />
120<br />
60<br />
0<br />
SALES<br />
(Billion ¥)<br />
’95 ’96 ’97 ’98 ’99<br />
Note to Review of Operations<br />
As explained in Note 9 of the Notes to Consolidated<br />
Financial Statements, our consolidated segment information<br />
is presented for the Printing and Other segments.<br />
The Review of Operations section of this annual report,<br />
however, presents sales information for the Company’s<br />
internal operational areas and for Toppan Forms Co., Ltd.,<br />
the consolidated subsidiary that handles business forms<br />
operations. The information is presented in this manner<br />
so that readers can more easily understand the performance<br />
trends for each of the Company’s areas of<br />
operations. In the Review of Operations section, the sales<br />
figures for the business forms field represent sales by<br />
Toppan Forms Co., Ltd., and the combined totals of the<br />
sales figures for the other six fields represent the nonconsolidated<br />
sales of Toppan Printing Co., Ltd.<br />
18
Management’s<br />
Discussion and Analysis<br />
20<br />
Consolidated Five-Year<br />
Financial Summary<br />
23<br />
Consolidated Balance Sheets<br />
24<br />
Consolidated Statements of<br />
Income<br />
26<br />
Financial Section<br />
Consolidated Statements of<br />
Shareholders’ Investment<br />
27<br />
Consolidated Statements of<br />
Cash Flows<br />
28<br />
Notes to<br />
Consolidated Financial Statements<br />
29<br />
Report of Independent<br />
Public Accountants<br />
36
MANAGEMENT‘S DISCUSSION AND ANALYSIS<br />
50<br />
40<br />
30<br />
20<br />
10<br />
0<br />
Net Income<br />
(Billion ¥) (¥)<br />
’95 ’96 ’97 ’98 ’99<br />
Net Income per Share<br />
(right scale)<br />
70<br />
60<br />
50<br />
40<br />
30<br />
20<br />
10<br />
0<br />
(%)<br />
8<br />
6<br />
4<br />
2<br />
0<br />
Return on Sales<br />
’95<br />
’96 ’97 ’98 ’99<br />
Operating Income as % of Sales<br />
Net Income as % of Sales<br />
In the fiscal year ended March 31,<br />
1999, Japan’s economic slump lengthened<br />
and Toppan’s operating environment<br />
was extremely challenging.<br />
Consolidated net sales declined 4.7%,<br />
to ¥1,223.4 billion (US$10,111.1 million);<br />
operating income decreased<br />
30.9%, to ¥65.2 billion (US$539.0 million);<br />
and net income fell 43.6%, to<br />
¥26.7 billion (US$220.7 million). Net<br />
income per share declined 43.1%, to<br />
¥37.29 (US$0.31), and return on equity<br />
was 4.0%, compared with 7.4% in<br />
the previous fiscal year. Dividends per<br />
share were maintained at ¥15.00<br />
(US$0.12). In the year under review,<br />
the Company continued to build a<br />
foundation for future expansion by<br />
strengthening its operations in<br />
growth fields and further rationalizing<br />
management practices.<br />
Income and Expense Analysis<br />
Consolidated net sales, which were significantly<br />
affected by sluggish demand in<br />
the stagnant domestic economy and by<br />
the resulting decline in order prices,<br />
decreased 4.7%, to ¥1,223.4 billion<br />
(US$10,111.1 million). Business forms<br />
was the only field in which we recorded<br />
an increase in sales.<br />
The cost of sales declined 2.8%, to<br />
¥1,030.3 billion (US$8,514.8 million).<br />
We worked to reduce costs throughout<br />
the Group, but due to lower prices in all<br />
fields, especially electronics and publications<br />
printing, we were unable to offset<br />
the decline in sales. The cost of sales as<br />
a percentage of net sales increased 1.7<br />
percentage points, to 84.2%. Gross profit<br />
declined 14.0%, to ¥193.1 billion<br />
(US$1,596.2 million). The Company is<br />
implementing a range of restructuring<br />
measures to reduce the cost of sales,<br />
such as thorough laborsaving and cost<br />
control efforts, reduced capital investment,<br />
and the consolidation of subsidiaries<br />
in Japan and overseas.<br />
Selling, general and administrative<br />
(SG&A) expenses declined 1.8%, to<br />
¥127.9 billion (US$1,057.2 million).<br />
As a result of the decrease in net sales,<br />
however, the ratio of SG&A expenses<br />
to net sales rose to 10.5%, from 10.1%<br />
in the previous year.<br />
Operating income declined 30.9%,<br />
to ¥65.2 billion (US$539.0 million), and<br />
the operating income margin was 5.3%,<br />
compared with 7.3% in the previous year.<br />
In other income and expenses, net other<br />
expenses of ¥7.7 billion (US$63.7 million)<br />
was recorded, compared with net other<br />
income of ¥11.4 billion in the previous<br />
year. During the previous year, we registered<br />
¥20.9 billion in profit on the sale of<br />
stock when subsidiary Toppan Forms Co.,<br />
Ltd., listed on the First Section of the<br />
Tokyo Stock Exchange, and during the<br />
year under review we recorded ¥2.0 billion<br />
(US$16.8 million) in foreign currency<br />
exchange losses and ¥2.8 billion (US$23.0<br />
million) in additional pension expenses<br />
associated with early retirements.<br />
Income before income taxes<br />
decreased 45.6%, to ¥57.5 billion<br />
(US$475.3 million). Provision for income<br />
taxes was down 52.8%, to ¥27.9 billion<br />
(US$231.0 million), while the effective<br />
tax rate declined to 48.6%, from 56.0%<br />
in the previous year, due to revisions in<br />
tax regulations implemented in the fiscal<br />
year ended March 31, 1998. The<br />
Company also recorded ¥3.1 billion<br />
(US$25.9 million) in minority interests in<br />
net income of consolidated subsidiaries<br />
Return on Equity and Assets<br />
(%)<br />
8<br />
6<br />
4<br />
2<br />
0<br />
’95 ’96 ’97<br />
’98’99<br />
Return on Average Equity<br />
Return on Average Assets<br />
20
Cash Dividends per Share<br />
(¥)<br />
15<br />
10<br />
5<br />
0<br />
’95 ’96 ’97 ’98 ’99<br />
and ¥0.3 billion (US$2.1 million) in<br />
equity in earnings of affiliates. Net<br />
income fell 43.6%, to ¥26.7 billion<br />
(US$220.7 million), and net income per<br />
share declined to ¥37.29 (US$0.31),<br />
from ¥65.50 in the previous year.<br />
Return on equity fell to 4.0%, from<br />
7.4% in the previous year, and return<br />
on assets was 2.1%, down from 3.9%.<br />
Given our solid customer base and the<br />
range of measures currently being<br />
implemented, we expect steady<br />
improvement in performance over<br />
the medium to long term.<br />
Dividends<br />
Dividends per share were ¥15.00<br />
(US$0.12), the same as in the previous<br />
year. Toppan’s approach to the payment<br />
of dividends is to provide shareholders<br />
with a stable yet gradually increasing flow<br />
of dividend payments while retaining<br />
within the Company the resources needed<br />
to prepare for future growth.<br />
The Company allocates retained<br />
earnings to the renewal and expansion<br />
of existing production facilities, principally<br />
in the strategically important field of<br />
electronics, and to investment in new<br />
business fields. Through these activities,<br />
we work to strengthen the Company and<br />
improve profitability, and thus to provide<br />
a stable return to our shareholders.<br />
Financial Position<br />
Toppan gives top priority to maintaining<br />
a strong financial condition and to generating<br />
cash flow sufficient for the Company<br />
to make the investment needed for<br />
smooth operational administration and<br />
future growth. Toppan met those goals<br />
during the year under review.<br />
Cash flow declined 20.2% during<br />
the year under review, to ¥76.1 billion<br />
(US$629.2 million), due to the fall in net<br />
income. Nonetheless, the Company continued<br />
to maintain an adequate level of<br />
cash flow. Net cash provided by operating<br />
activities was down 63.2%, to ¥49.4<br />
billion (US$408.2 million). This decrease<br />
was primarily attributable to lower net<br />
income and to a decline in payables,<br />
accrued expenses and income taxes.<br />
Net cash used in investing activities<br />
was up 2.7%, to ¥95.3 billion<br />
(US$787.5 million). Capital expenditures<br />
declined 24.3%, to ¥93.5 billion<br />
(US$772.8 million). In order to establish<br />
a foundation for future growth, in<br />
recent years the Company has invested<br />
aggressively in strategically important<br />
fields, especially electronics. In other<br />
fields, however, we reduced our capital<br />
investment due to our performance in<br />
the year under review.<br />
Cash used in financing activities was<br />
¥13.7 billion (US$113.6 million), of<br />
which cash dividends paid accounted<br />
for ¥10.8 billion (US$89.6 million). Cash<br />
provided by financing activities totaled<br />
¥33.6 billion in the previous year, due<br />
to an increase in long-term indebtedness,<br />
which included the issuance of<br />
¥50.0 billion in unsecured bonds. (See<br />
Note 3 of Notes to Consolidated<br />
Financial Statements.)<br />
Although cash and cash equivalents<br />
at the end of the term were down<br />
24.9%, to ¥179.7 billion (US$1,484.9<br />
million), we maintained ample liquidity.<br />
Our fundamental policy is to maintain<br />
capital spending for renewal and renovation<br />
purposes within the limits of cash<br />
flow, and, for such large investment<br />
Net Cash Provided by<br />
Operating Activities<br />
(Billion ¥)<br />
180<br />
150<br />
120<br />
90<br />
60<br />
30<br />
0<br />
’95 ’96 ’97 ’98 ’99<br />
Capital Expenditures<br />
(Billion ¥) (Billion ¥)<br />
140<br />
120<br />
100<br />
80<br />
60<br />
40<br />
20<br />
0<br />
’95 ’96 ’97 ’98 ’99<br />
60<br />
30<br />
0<br />
Depreciation & Amortization<br />
(right scale)<br />
21
(%)<br />
30<br />
25<br />
20<br />
15<br />
10<br />
5<br />
0<br />
Debt-Equity Ratio<br />
’95<br />
’96 ’97<br />
’98 ’99<br />
projects as new plant construction, to<br />
raise the necessary funds in the capital<br />
market.<br />
Current assets at the end of the<br />
term were down 9.6% from the previous<br />
year-end, to ¥643.4 billion<br />
(US$5,317.5 million), while current<br />
liabilities totaled ¥410.0 billion<br />
(US$3,388.4 million), a decline of<br />
11.4%. Working capital decreased<br />
6.3%, to ¥233.4 billion (US$1,929.1<br />
million), and the current ratio increased<br />
to 1.57, from 1.54 at the previous yearend.<br />
Property, plant and equipment,<br />
net, rose 6.9%, to ¥476.6 billion<br />
(US$3,939.2 million).<br />
Long-term indebtedness edged up<br />
1.1%, to ¥114.2 billion (US$944.1 million)<br />
at year-end. The debt-equity ratio<br />
was 20.7%, about the same as at the<br />
previous year-end.<br />
Shareholders’ investment was up<br />
2.5%, to ¥683.9 billion (US$5,652.1<br />
million), due to higher retained earnings.<br />
The ratio of shareholders’ equity to<br />
total assets increased to 54.0%, from<br />
51.3% at the previous year-end. Net<br />
assets per share rose 2.5%, to ¥977.83.<br />
Total assets declined 2.6%, to ¥1,267.4<br />
billion (US$10,474.0 million).<br />
Year 2000 Issue<br />
Toppan recognizes the Year 2000 (Y2K)<br />
issue as an important management issue<br />
and is moving ahead with a<br />
Companywide response that gives the<br />
highest priority to maintaining the ability<br />
to supply products and services to<br />
customers. We have formed a Y2K committee,<br />
chaired by an executive vice<br />
president. The committee’s responsibilities<br />
include strengthening guidance<br />
to all Group companies. In each business<br />
field, a Y2K group has been established,<br />
led by a senior manager. Toppan’s Y2K<br />
compliance work includes separate<br />
efforts in each operational area, such as<br />
the procurement of raw materials, manufacturing,<br />
and distribution, as well as a<br />
Companywide response in core information<br />
systems.<br />
Tests of production-related equipment,<br />
centered on plate-making and<br />
related equipment, are being conducted<br />
at the Technical Research Institute and<br />
at each plant. As of the end of June<br />
1999, the Company was making rapid<br />
progress with these tests. Toppan has<br />
provided guidance to suppliers and<br />
external production contractors and is<br />
moving forward with state-of-readiness<br />
testing. At this point, compliance work<br />
on the Company’s host computer is<br />
nearly completed. Compliance work on<br />
core information system programs was<br />
completed in June 1999. Final testing<br />
will be conducted in August.<br />
Y2K-related expenditures are not<br />
expected to have a significant effect on<br />
the Company’s performance.<br />
The Company is taking all possible<br />
measures to avoid problems stemming<br />
from the Y2K issue, including the effects<br />
of and the Company’s response to a<br />
wide range of hypothetical situations.<br />
However, there is cause for concern<br />
about the occurrence of unforeseen<br />
events given the nature of the Y2K issue.<br />
Accordingly, the Company has prepared<br />
a Crisis Management Manual and established<br />
a Companywide crisis management<br />
system in preparation for problems<br />
that may occur.<br />
Shareholders‘ Investment<br />
(Billion ¥) %<br />
700<br />
600<br />
500<br />
400<br />
300<br />
200<br />
100<br />
0<br />
’95 ’96 ’97 ’98 ’99<br />
Equity Ratio<br />
(right scale)<br />
60<br />
50<br />
40<br />
30<br />
20<br />
10<br />
0<br />
(Billion ¥)<br />
1,500<br />
1,250<br />
1,000<br />
750<br />
500<br />
250<br />
0<br />
Total Assets<br />
’95 ’96 ’97 ’98 ’99<br />
22
Toppan Printing Co., Ltd. and Subsidiaries<br />
CONSOLIDATED FIVE-YEAR FINANCIAL SUMMARY<br />
Toppan Printing Co., Ltd. and Subsidiaries<br />
For the years ended March 31<br />
Millions of yen except per share data<br />
Thousands of dollars*<br />
1995 1996 1997 1998 1999 1999<br />
For the Year:<br />
Net sales ¥1,130,569 ¥1,186,592 ¥1,274,339 ¥1,284,145 ¥1,223,439 $10,111,066<br />
Cost of sales 933,587 990,642 1,054,486 1,059,558 1,030,295 8,514,835<br />
% of net sales 82.6% 83.5% 82.7% 82.5% 84.2% —<br />
SG&A expenses 115,145 125,129 131,711 130,262 127,927 1,057,248<br />
% of net sales 10.2% 10.5% 10.3% 10.1% 10.5% —<br />
Operating income 81,837 70,821 88,142 94,325 65,217 538,983<br />
% of net sales 7.2% 6.0% 6.9% 7.3% 5.3% —<br />
Income before income taxes 54,894 79,513 69,792 105,714 57,515 475,331<br />
Net income 15,881 39,705 21,621 47,381 26,700 220,661<br />
% of net sales 1.40% 3.35% 1.70% 3.69% 2.18% —<br />
% of average assets 1.49% 3.62% 1.90% 3.86% 2.08% —<br />
% of average equity 2.88% 6.78% 3.57% 7.40% 3.95% —<br />
Per share of common stock (yen and dollars):<br />
Net income ¥22.87 ¥54.57 ¥30.25 ¥65.50 ¥37.29 $0.31<br />
Cash dividends 13.00 13.00 14.00 15.00 15.00 0.12<br />
R&D expenses ¥15,090 ¥15,426 ¥15,874 ¥17,131 ¥18,875 $155,992<br />
Capital expenditures 64,096 69,878 83,104 123,515 93,513 772,835<br />
Depreciation and amortization 49,680 50,654 53,724 57,824 60,274 498,132<br />
At Year-End:<br />
Current assets ¥ 578,760 ¥ 621,280 ¥ 628,598 ¥ 711,977 ¥ 643,415 $5,317,479<br />
Current Iiabilities 387,526 429,845 449,186 462,817 409,995 3,388,388<br />
Working capital 191,234 191,435 179,412 249,160 233,420 1,929,091<br />
Cash and cash equivalents 160,376 179,466 164,214 239,308 179,678 1,484,942<br />
Property, plant and equipment,<br />
net of depreciation 340,198 357,436 385,535 445,916 476,649 3,939,248<br />
Long-term indebtedness 83,864 66,616 64,279 113,050 114,242 944,149<br />
Total assets 1,069,042 1,126,303 1,151,883 1,300,649 1,267,357 10,474,025<br />
Shareholders’ investment 570,276 600,424 612,265 667,464 683,906 5,652,116<br />
Equity ratio 53.3% 53.3% 53.2% 51.3% 54.0% —<br />
Debt-equity ratio 19.7% 18.9% 16.4% 21.5% 20.7% —<br />
Other Statistics:<br />
Number of employees 32,953 33,479 33,719 34,402 33,464<br />
Number of common shares<br />
outstanding 699,246 699,282 699,300 699,411 699,411<br />
* U.S. dollar amounts are translated from yen at the rate of ¥121=U.S.$1, as at March 31, 1999.<br />
Note 1: The consolidated results for the year ended March 31, 1995, reflect the ¥18,223 million ($150,603 thousand) write-off pertaining to the acquisition of Toppan Moore Co.,<br />
Ltd.’s goodwill.<br />
Note 2: The consolidated results for the year ended March 31, 1996, include the ¥10,362 million ($85,636 thousand) proceeds from the sale of Toppan Printing Co. (H.K.) Ltd.’s land.<br />
Note 3: The consolidated results for the year ended March 31, 1997, reflect the ¥9,015 million ($74,504 thousand) write-off pertaining to the acquisitions of Toppan Moore Co.,<br />
Ltd.’s and Avery Toppan Co., Ltd.’s goodwill.<br />
Note 4: The consolidated results for the year ended March 31, 1998, reflect the ¥20,868 million ($172,463 thousand) gain on sale of investment in Toppan Forms Co., Ltd.<br />
(Toppan Moore Co., Ltd. changed its name to Toppan Forms Co., Ltd. on April 1, 1997.)<br />
23
CONSOLIDATED BALANCE SHEETS<br />
Toppan Printing Co., Ltd. and Subsidiaries<br />
As at March 31, 1998 and 1999<br />
Assets<br />
Millions of Yen<br />
Thousands of dollars<br />
(Note 1)<br />
1998 1999 1999<br />
Current Assets:<br />
Cash and cash equivalents (Note 1) ¥ 239,308 ¥ 179,678 $ 1,484,942<br />
Notes and accounts receivable—<br />
Trade 392,741 383,024 3,165,488<br />
Affiliates (Note 2) 1,642 1,217 10,058<br />
Less: Allowance for doubtful receivables (Note 1) (4,974) (2,854) (23,587)<br />
Inventories (Note 1)—<br />
Finished goods and merchandise 31,195 31,606 261,207<br />
Work in process and raw materials 40,313 37,297 308,240<br />
Deferred income taxes (Notes 1 and 4) 6,464 4,410 36,446<br />
Other current assets 5,288 9,037 74,685<br />
Total current assets 711,977 643,415 5,317,479<br />
Property, Plant and Equipment, at cost (Notes 1 and 3):<br />
Land 93,086 101,649 840,074<br />
Buildings and structures 317,471 341,906 2,825,669<br />
Machinery and equipment 577,486 610,114 5,042,265<br />
988,043 1,053,669 8,708,008<br />
Less: Accumulated depreciation (542,127) (577,020) (4,768,760)<br />
445,916 476,649 3,939,248<br />
Investments and Other Assets:<br />
Investments in and advances to affiliates (Notes 1 and 2) 39,911 44,552 368,198<br />
Investment securities (Note 1) 63,463 62,122 513,405<br />
Deferred income taxes (Notes 1 and 4) 5,502 6,315 52,190<br />
Long-term loans receivable from employees and other 33,880 34,304 283,505<br />
142,756 147,293 1,217,298<br />
Total Assets ¥1,300,649 ¥1,267,357 $10,474,025<br />
The accompanying notes to the consolidated financial statements are an integral part of these balance sheets.<br />
24
Liabilities and Shareholders’ Investment<br />
Millions of yen<br />
Thousands of dollars<br />
(Note 1)<br />
1998 1999 1999<br />
Current Liabilities:<br />
Short-term bank borrowings, average interest 4.7% and<br />
5.1% as at March 31, 1998 and 1999, respectively ¥ 29,636 ¥ 26,881 $ 222,157<br />
Current portion of long-term indebtedness (Note 3) 996 645 5,330<br />
Notes and accounts payable—<br />
Trade 291,695 281,254 2,324,413<br />
Construction 62,485 47,661 393,893<br />
Affiliates (Note 2) 15,272 13,778 113,868<br />
Accrued expenses 26,698 25,719 212,554<br />
Income taxes (Notes 1 and 4) 36,035 14,057 116,173<br />
Total current liabilities 462,817 409,995 3,388,388<br />
Long-Term Liabilities:<br />
Long-term indebtedness (Note 3) 113,050 114,242 944,149<br />
Estimated termination and retirement allowances (Note 1) 23,458 22,985 189,959<br />
Deferred income taxes (Notes 1 and 4) — 231 1,909<br />
Other long-term liabilities 467 334 2,760<br />
136,975 137,792 1,138,777<br />
Minority Interests 33,393 35,664 294,744<br />
Commitments and Contingent Liabilities (Note 8)<br />
Shareholders’ Investment (Note 5):<br />
Common stock, par value ¥50 per share;<br />
Authorized—1,200,000,000 shares<br />
Outstanding—699,411,267 shares<br />
as at March 31, 1998 and 1999 104,985 104,985 867,645<br />
Additional paid-in capital 117,738 117,738 973,041<br />
Retained earnings 444,741 461,183 3,811,430<br />
667,464 683,906 5,652,116<br />
Total Liabilities and Shareholders’ Investment ¥1,300,649 ¥1,267,357 $10,474,025<br />
25
CONSOLIDATED STATEMENTS OF INCOME<br />
Toppan Printing Co., Ltd. and Subsidiaries<br />
For the years ended March 31, 1997, 1998 and 1999<br />
Millions of yen<br />
Thousands of dollars<br />
(Note 1)<br />
1997 1998 1999 1999<br />
Net Sales ¥1,274,339 ¥1,284,145 ¥1,223,439 $10,111,066<br />
Cost of Sales 1,054,486 1,059,558 1,030,295 8,514,835<br />
Gross Profit 219,853 224,587 193,144 1,596,231<br />
Selling, General and Administrative Expenses 131,711 130,262 127,927 1,057,248<br />
Operating income 88,142 94,325 65,217 538,983<br />
Other income (expenses):<br />
Interest expense (3,350) (4,468) (4,412) (36,463)<br />
Interest and dividend income 2,781 2,667 2,884 23,835<br />
Rental income on leased equipment 2,224 1,691 1,413 11,678<br />
Amortization of past service costs (Note 1) (1,981) (2,201) (2,564) (21,190)<br />
Foreign currency exchange gains (losses) 780 827 (2,030) (16,777)<br />
Goodwill write-off (Note 1) (9,015) — — —<br />
Loss from valuation of marketable securities and<br />
investment securities (7,185) (5,620) (2,336) (19,306)<br />
Gain on sale of property 1,065 2,395 2,620 21,653<br />
Gain on sale of investment in subsidiaries (Note 1) — 20,868 — —<br />
Reversal of allowance for doubtful receivables (Note 1) — — 1,496 12,364<br />
Special retirement benefits — — (2,782) (22,992)<br />
Other, net (3,669) (4,770) (1,991) (16,454)<br />
(18,350) 11,389 (7,702) (63,652)<br />
Income before Income Taxes 69,792 105,714 57,515 475,331<br />
Provision for Income Taxes (Notes 1 and 4):<br />
Current 49,311 54,251 26,223 216,719<br />
Deferred — 4,938 1,724 14,249<br />
Net Income before Minority Interests<br />
in Net Income of Consolidated Subsidiaries<br />
and Equity in Earnings of Affiliates 20,481 46,525 29,568 244,363<br />
Minority Interests in Net Income<br />
of Consolidated Subsidiaries (882) (752) (3,128) (25,850)<br />
Equity in Earnings of Affiliates (Note 1) 2,022 1,608 260 2,148<br />
Net Income ¥ 21,621 ¥ 47,381 ¥ 26,700 $ 220,661<br />
Yen<br />
Dollars<br />
(Note 1)<br />
Per Share of Common Stock (Note 6):<br />
Net income ¥30.25 ¥65.50 ¥37.29 $0.31<br />
Cash dividends, applicable to earnings for the year 14.00 15.00 15.00 0.12<br />
The accompanying notes to the consolidated financial statements are an integral part of these statements.<br />
26
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ INVESTMENT<br />
Toppan Printing Co., Ltd. and Subsidiaries<br />
For the years ended March 31, 1997, 1998 and 1999<br />
Millions of yen<br />
Thousands of dollars<br />
(Note 1)<br />
1997 1998 1999 1999<br />
Common Stock:<br />
Beginning balance ¥104,935 ¥104,942 ¥104,985 $867,645<br />
Conversion of convertible bonds 7 43 — —<br />
Ending balance ¥104,942 ¥104,985 ¥104,985 $867,645<br />
Additional Paid-in Capital:<br />
Beginning balance ¥117,658 ¥117,694 ¥117,738 $973,041<br />
Transfer by merger (Note 1) 29 — — —<br />
Conversion of convertible bonds 7 44 — —<br />
Ending balance ¥117,694 ¥117,738 ¥117,738 $973,041<br />
Retained Earnings (Note 5):<br />
Beginning balance ¥377,831 ¥389,629 ¥444,741 $3,675,545<br />
Net income 21,621 47,381 26,700 220,661<br />
Cash dividends paid (9,440) (9,791) (10,841) (89,595)<br />
Directors’ bonuses (366) (354) (355) (2,933)<br />
Transfer by merger (Note 1) (29) — — —<br />
Effect of adoption of tax allocation accounting<br />
(Notes 1 and 4) — 17,811 938 7,752<br />
Translation adjustment and other (Note 1) 12 65 — —<br />
Ending balance ¥389,629 ¥444,741 ¥461,183 $3,811,430<br />
The accompanying notes to the consolidated financial statements are an integral part of these statements.<br />
27
CONSOLIDATED STATEMENTS OF CASH FLOWS<br />
Toppan Printing Co., Ltd. and Subsidiaries<br />
For the years ended March 31, 1997, 1998 and 1999<br />
Millions of yen<br />
Thousands of dollars<br />
(Note 1)<br />
1997 1998 1999 1999<br />
Cash Flows from Operating Activities:<br />
Net income ¥ 21,621 ¥ 47,381 ¥ 26,700 $ 220,661<br />
Adjustments to reconcile net income to<br />
net cash provided by operating activities—<br />
Depreciation and amortization 53,724 57,824 60,274 498,132<br />
Provision for termination and retirement allowances 5,357 4,690 6,999 57,843<br />
Equity in earnings of affiliates (2,022) (1,608) (260) (2,148)<br />
Payment of retirement allowances (4,890) (3,775) (7,473) (61,761)<br />
(Increase) decrease in receivables and inventories (22,059) (3,360) 10,626 87,818<br />
Increase (decrease) in payables, accrued expenses<br />
and income taxes 30,105 19,221 (49,712) (410,843)<br />
Minority interests 882 752 3,128 25,850<br />
Other, net (369) 13,183 (886) (7,321)<br />
Net cash provided by operating activities 82,349 134,308 49,396 408,231<br />
Cash Flows from Investing Activities:<br />
Capital expenditures (83,104) (123,515) (93,513) (772,835)<br />
Proceeds from sales of property, plant and equipment 3,574 7,313 4,332 35,802<br />
Investments in and advances to<br />
subsidiaries and affiliates, net (1,082) 28,880 (4,381) (36,207)<br />
Investment securities, net 8,994 3,903 1,341 11,083<br />
Long-term loans receivable from<br />
employees and other, net (2,863) (9,359) (3,064) (25,322)<br />
Net cash used in investing activities (74,481) (92,778) (95,285) (787,479)<br />
Cash Flows from Financing Activities:<br />
Cash dividends paid (9,440) (9,791) (10,841) (89,595)<br />
Cash dividends paid to minority stockholders of subsidiaries (888) (155) (853) (7,050)<br />
Long-term indebtedness, net (12,792) 43,510 (2,047) (16,917)<br />
Net cash provided by (used in) financing activities (23,120) 33,564 (13,741) (113,562)<br />
Net Change in Cash and Cash Equivalents (15,252) 75,094 (59,630) (492,810)<br />
Cash and Cash Equivalents at Beginning of Year 179,466 164,214 239,308 1,977,752<br />
Cash and Cash Equivalents at End of Year ¥ 164,214 ¥ 239,308 ¥179,678 $1,484,942<br />
The accompanying notes to the consolidated financial statements are an integral part of these statements.<br />
28
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS<br />
Toppan Printing Co., Ltd. and Subsidiaries<br />
1. Significant Accounting and Reporting<br />
Policies<br />
The following is a summary of the significant accounting and<br />
reporting policies adopted by Toppan Printing Co., Ltd. (the<br />
“Company”) and its consolidated subsidiaries in the preparation<br />
of the consolidated financial statements.<br />
Basis of Presenting Financial Statements<br />
The accompanying consolidated financial statements have been<br />
prepared from the consolidated financial statements filed with<br />
the Minister of Finance as required by the Securities and<br />
Exchange Law of Japan, which are in conformity with accounting<br />
principles and practices generally accepted in Japan and<br />
Japanese income tax laws. Certain reclassifications have been<br />
made to present the accompanying consolidated financial statements<br />
in a format which is familiar to readers outside of Japan.<br />
For the convenience of the reader, the accompanying consolidated<br />
financial statements as at March 31, 1999, and for<br />
the year then ended have also been presented in U.S. dollars<br />
by arithmetically translating all Japanese yen amounts at the<br />
approximate exchange rate of ¥121 to $1.<br />
Principles of Consolidation<br />
The accompanying consolidated financial statements, include<br />
the accounts of the Company and all its subsidiaries.<br />
Material intercompany balances, transactions and profits<br />
have been eliminated in consolidation.<br />
Investment in affiliates (20-50% owned) have been<br />
accounted for by the equity method. These investments are<br />
included in investments in and advances to affiliates in the<br />
accompanying consolidated balance sheets.<br />
In fiscal 1995, the Company acquired additional stocks of<br />
Toppan Moore Co., Ltd. With this acquisition, the Company’s<br />
rate of equity had risen from 55% to 90%. Goodwill totaling<br />
¥18,223 million ($150,603 thousand) that the Company<br />
derived from the acquisition was redeemed in one lump sum.<br />
In the year ended March 31, 1997, the Company acquired all<br />
the remaining stocks of Toppan Moore Co., Ltd. and Avery Toppan<br />
Co., Ltd. With these acquisitions, the Company’s rate of equity in<br />
Toppan Moore Co., Ltd. had risen from 90% to 100%, and that in<br />
Avery Toppan Co., Ltd. from 50% to 100%. Goodwill totaling<br />
¥9,015 million ($74,504 thousand) that the Company derived<br />
from the acquisitions was redeemed in one lump sum.<br />
In fiscal 1997, the Company merged two of its other wholly<br />
owned subsidiaries. The accounting treatment for this merger was<br />
accounted for in conformity with the Japanese Commerical Code.<br />
In March 1998, the Company sold shares in its wholly owned<br />
subsidiary Toppan Forms Co., Ltd. when the subsidiary listed its<br />
shares on the Tokyo Stock Exchange. (Toppan Moore Co., Ltd.<br />
changed its name to Toppan Forms Co., Ltd. on April 1, 1997.) As a<br />
result of this sale, the Company’s rate of equity in the subsidiary fell<br />
from 100% to 58.6% and the Company’s recognized profit on the<br />
sale of the subsidiary‘s shares amounted to ¥20,868 million<br />
($172,463 thousand).<br />
Translation of Foreign Currencies<br />
Foreign currency transactions are translated into Japanese yen<br />
using the exchange rates in effect at the time of the transactions<br />
or at the applicable exchange rates under forward<br />
exchange contracts. Current assets and liabilities denominated<br />
in foreign currencies are translated at the exchange rates<br />
prevailing at the end of each fiscal year, except that forward<br />
exchange contract rates are used where applicable and<br />
the resulting gains and losses are included in current income.<br />
Non-current assets and liabilities denominated in foreign<br />
currencies are translated at the exchange rates in effect at<br />
the time of the transactions, except that forward exchange<br />
contract rates are used where applicable.<br />
Financial statements of overseas consolidated subsidiaries<br />
are translated into Japanese yen by using the exchange rates<br />
prevailing at the end of each fiscal year, except that the<br />
exchange rates in effect at the time of the transactions<br />
are used for shareholders’ investment.<br />
Inventories<br />
Inventories are stated at cost, being determined primarily by<br />
the following methods:<br />
Merchandise<br />
Finished goods<br />
and work in process<br />
Raw materials<br />
First in, first out method<br />
Average as determined by<br />
the retail method<br />
Average method<br />
Depreciation<br />
Depreciation of buildings, excluding building fixtures, is provided<br />
under the straight-line method, and depreciation of other<br />
plant and equipment is provided under the declining-balance<br />
method over estimated useful lives. Effective rates of depreciation<br />
for the years ended March 31, 1997, 1998, and 1999, are<br />
summarized below.<br />
1997 1998 1999<br />
Buildings and structures 8.3% 8.5% 6.9%<br />
Machinery and equipment 25.8% 25.1% 25.3%<br />
The rates of depreciation are based on useful lives of 8<br />
to 50 years for buildings and fixtures, and 2 to 12 years for<br />
machinery and equipment.<br />
Ordinary maintenance and repairs are charged to income as<br />
incurred. Major replacements and improvements are capitalized.<br />
Effective April 1, 1998, the Company changed its method<br />
of recording depreciation of buildings, excluding building fixtures,<br />
from the declining-balance method to the straight-line<br />
method in order to match depreciation expense with revenue<br />
more properly. The effect of this change was to decrease<br />
depreciation expense by ¥3,331 million ($27,529 thousand),<br />
and increase operating income and income before income<br />
taxes by ¥2,651 million ($21,909 thousand) and ¥3,233 million<br />
($26,719 thousand), respectively. The effect of this change on<br />
the business segments is described in Note 9.<br />
Also, effective April 1, 1998, in accordance with revisions of<br />
the Corporation Tax Law, the Company shortened the estimated<br />
useful lives of buildings, excluding building fixtures. The<br />
effect of this change was to increase depreciation expense by<br />
¥860 million ($7,107 thousand), and decrease operating income<br />
and income before income taxes by ¥705 million ($5,826 thousand)<br />
and ¥836 million ($6,909 thousand), respectively. The<br />
effect of this change on the business segments is described in<br />
Note 9.<br />
29
Marketable Securities and Investment Securities<br />
Listed securities included in cash and cash equivalents and<br />
invested securities (non-current) are primarily stated at the<br />
lower of cost or market, cost being determined by the moving<br />
average method.<br />
Other securities are primarily stated at moving average cost<br />
(see table on page 31).<br />
Effective April 1, 1996, the Company changed its valuation<br />
method for listed securities from moving average cost to the<br />
lower of cost or market, cost being determined by the moving<br />
average method to reflect the decline of stock prices more<br />
immediately. As a result of this change, income before income<br />
taxes for the year ended March 31, 1997, decreased by ¥7,185<br />
million ($59,380 thousand).<br />
Commencing with the year ended March 31, 1999, the<br />
Company records recoveries of write-downs of securities in<br />
accordance with revisions in the Corporation Tax Law. There<br />
was no effect on net income resulting from the adoption of<br />
this accounting policy.<br />
Allowance for Doubtful Receivables<br />
Pursuant to the change in the Corporation Tax Law effective in<br />
the year ended March 31, 1999, the Company adopted the<br />
policy of providing the allowance for doubtful receivables in an<br />
amount sufficient to cover possible losses on collection by estimating<br />
individually uncollectible amounts and applying a percentage<br />
based on collection experience to the remaining<br />
accounts. The Company previously provided the allowance<br />
using the formula provided by the Corporation Tax Law.<br />
The effect of this change was to decrease selling, general<br />
and administrative expenses and other expenses by ¥462 million<br />
($3,818 thousand) and ¥46 million ($380 thousand), respectively,<br />
and to increase operating income and income before income<br />
taxes by ¥462 million ($3,818 thousand) and ¥2,004 million<br />
($16,562 thousand), respectively. The effect of this change on<br />
the business segments is described in Note 9.<br />
Income Taxes<br />
The provision for income taxes is computed based on the pretax<br />
income included in the consolidated statements of income.<br />
The asset and liability approach is used to recognize deferred<br />
tax assets and liabilities for the expected future tax consequences<br />
of temporary differences between the carrying<br />
amounts of assets and liabilities for financial reporting purposes<br />
and the amounts used for income tax purposes.<br />
Effective April 1, 1997, the Company changed its method<br />
of accounting for income taxes to recognize the tax effect<br />
attributable to temporary differences. This change was made to<br />
present a more accurate relationship between income before<br />
income taxes and income taxes (current and deferred). Income<br />
taxes based on temporary differences between tax and financial<br />
reporting purposes are reflected as deferred income taxes<br />
in the consolidated financial statements. As a result of this<br />
change, income before income taxes for the year ended March<br />
31, 1998, decreased by ¥4,982 million ($41,174 thousand) and<br />
the beginning balance of retained earnings for fiscal 1998<br />
increased by ¥12,828 million ($106,017 thousand).<br />
Effective April 1, 1998, the Company adopted the new<br />
accounting standard issued in October 1998, which requires<br />
more accurate calculation regarding the recognition of the tax<br />
effects attributable to temporary differences. As a result of this<br />
change, total assets increased by ¥938 million ($7,752 thousand),<br />
net income decreased by ¥62 million ($512 thousand)<br />
and the ending the balance of retained earnings increased by<br />
¥938 million ($7,752 thousand).<br />
Termination and Retirement Plans<br />
The Company and certain consolidated subsidiaries have<br />
unfunded termination and retirement allowances plans covering<br />
all of their employees. In addition, the Company and certain<br />
subsidiaries have tax-qualified pension plans and a<br />
contributory trusted employee pension fund.<br />
Under the plans, employees are entitled to receive lump-sum<br />
payments at the time of termination or pension payments in case<br />
of termination at retirement age. The amounts of the termination<br />
and retirement allowances are determined on the basis of length<br />
of service and basic salary at the time of termination or retirement.<br />
Accruals have been made for allowances equal to 50% of the<br />
amount payable if all employees had voluntarily terminated their<br />
employment at the end of each fiscal year, less the amount provided<br />
by the non-contributory welfare pension fund.<br />
Under the funded pension plans, the annual payments,<br />
including amortization of the past service costs over 8 to 20<br />
years, are charged to income. The net assets of the pension<br />
plans as at March 31, 1998, the latest date for available information,<br />
were ¥117,767 million ($973,281 thousand). The<br />
aggregate unfunded past service costs amounted to approximately<br />
¥8,202 million ($67,785 thousand) as at March 31,<br />
1998, based on an assumed rate of return of 5.5%.<br />
Amortization of the past service costs under the funded<br />
pension plan is shown as other expenses in the accompanying<br />
consolidated statements of income.<br />
Retirement allowance to directors and corporate auditors<br />
is provided and determined based on the pertinent rules.<br />
The estimated amount to be paid if all directors and corporate<br />
auditors retire on the balance sheet date is also calculated<br />
based on these rules.<br />
The total provisions and payments, including provisions for<br />
the retirement allowance to directors and corporate auditors,<br />
charged to income under the plans for the years ended March<br />
31, 1997, 1998 and 1999, were as follows:<br />
Millions of yen<br />
Thousands of dollars<br />
1997 ¥15,043 $124,322<br />
1998 14,743 121,843<br />
1999 17,954 148,380<br />
Research and Development<br />
Expenses relating to research and development activities are<br />
charged to income as incurred. Research and development<br />
expenses include practical-application research expenses of the<br />
Technical Development Departments, in addition other research<br />
expenses are incurred by the Toppan Technical Research Institute.<br />
The amounts for the years ended March 31, 1997, 1998<br />
and 1999, were as follows:<br />
Millions of yen<br />
Thousands of dollars<br />
1997 ¥15,874 $131,190<br />
1998 17,131 141,579<br />
1999 18,875 155,992<br />
30
Cash and Cash Equivalents<br />
For purposes of the statement of cash flows, the Company<br />
considers all time deposits and current marketable securities<br />
to be cash equivalents in conformity with the definition used in<br />
the Company’s annual security report filed with the Minister<br />
of Finance.<br />
Reclassifications<br />
Certain reclassifications have been made to previously reported<br />
1997 and 1998 amounts to conform to the 1999 presentation.<br />
These reclassifications had no effect on previously reported net<br />
income or total shareholders’ investment.<br />
Millions of yen<br />
Thousands of dollars<br />
1998 1999 1999<br />
Marketable securities—<br />
Marketable equity securities ¥ 6,659 ¥ 6,036 $ 49,884<br />
Interest-bearing bonds and other 78,352 101,624 839,868<br />
¥85,011 ¥107,660 $889,752<br />
Investment securities—<br />
Marketable equity securities ¥54,543 ¥53,716 $443,934<br />
Non-marketable equity securities 8,780 7,125 58,884<br />
Interest-bearing bonds and other 140 1,281 10,587<br />
¥63,463 ¥62,122 $513,405<br />
Interest-bearing bonds represent primarily those issued by the government, government-sponsored agencies and banks.<br />
The unrealized gains applicable to current and non-current marketable equity securities as at the respective balance sheet dates<br />
were as follows:<br />
Millions of yen<br />
Thousands of dollars<br />
1998 1999 1999<br />
Current ¥13,800 ¥ 7,713 $ 63,744<br />
Non-current 51,854 64,578 533,702<br />
2. Investments in and Advances to Affiliates<br />
(a) Combined unaudited financial information of affiliates as at each balance sheet date and for each of the years presented was as<br />
follows:<br />
Millions of yen<br />
Thousands of dollars<br />
1998 1999 1999<br />
Financial Position:<br />
Assets—<br />
Current assets ¥215,350 ¥198,903 $1,643,826<br />
Investments and other assets 180,965 177,084 1,463,505<br />
¥396,315 ¥375,987 $3,107,331<br />
Liabilities—<br />
Current liabilities ¥139,752 ¥120,165 $ 993,099<br />
Long-term liabilities 93,053 92,865 767,479<br />
Shareholders’ investment 163,510 162,957 1,346,753<br />
¥396,315 ¥375,987 $3,107,331<br />
31
Millions of yen<br />
Thousands of dollars<br />
1997 1998 1999 1999<br />
Operations:<br />
Net sales ¥346,459 ¥345,185 ¥313,635 $2,592,025<br />
Costs and expenses 340,135 339,202 312,114 2,579,455<br />
Net income ¥ 6,324 ¥ 5,983 ¥ 1,521 $ 12,570<br />
(b) Summarized below are significant transactions with affiliates for the years ended March 31, 1997, 1998 and 1999:<br />
Millions of yen<br />
Thousands of dollars<br />
1997 1998 1999 1999<br />
Sales ¥ 2,120 ¥ 1,651 ¥ 3,978 $ 32,876<br />
Cost of sales—<br />
Purchases of materials 26,217 24,613 26,766 221,207<br />
Subcontractors’ fees 7,433 7,050 8,088 66,843<br />
Interest and dividend income 713 794 702 5,802<br />
Rental income 732 779 1,034 8,545<br />
3. Long-Term Indebtedness<br />
Long-term indebtedness as at March 31, 1998 and 1999, is detailed in the table below:<br />
Conversion/subscription price Millions of yen Thousands of dollars<br />
Yen per share 1998 1999 1999<br />
Unsecured convertible bonds—<br />
1.9%, due 2001 ¥1,645.10 ¥ 24,933 ¥ 24,933 $206,058<br />
1.4%, due 2005 2235.20 34,950 34,950 288,843<br />
Unsecured bonds—<br />
2.7%, due 2007 — 50,000 50,000 413,223<br />
Secured bonds— <br />
7.1%, due 1998 — 200 — —<br />
2.5%, due 2004 — 500 500 4,132<br />
2.2%, due 2003 — 300 300 2,479<br />
1.8%, due 2005 — — 200 1,653<br />
Unsecured loans—<br />
Japanese banks, 2.0-4.0%, due 2000 through 2005 — 371 1,396 11,537<br />
Foreign banks, 2.1-9.1%, due 2000 through 2005 — 121 757 6,256<br />
Mortgage loans—<br />
Japanese banks, 2.0-5.9%, due 2000 through 2005 — 2,671 1,851 15,298<br />
114,046 114,887 949,479<br />
Less: Current portion included in current liabilities (996) (645) (5,330)<br />
¥113,050 ¥114,242 $944,149<br />
As at March 31, 1999, property, plant and equipment with<br />
a net book value of ¥5,145 million ($42,521 thousand) was<br />
pledged as collateral for long-term indebtedness.<br />
The convertible bonds are convertible into common stock at<br />
the option of the holders, currently at applicable conversion prices<br />
per share as listed in the preceding table. These conversion prices<br />
are subject to adjustment for subsequent stock splits of common<br />
stock and shares issued at less than market value. The outstanding<br />
convertible bonds are redeemable at the option of the Company<br />
at a price of 100% of the principal amount under certain conditions<br />
as provided in the respective agreements.<br />
The unsecured convertible bonds are subject to certain<br />
covenants such as restrictions on dividends, earnings and certain<br />
additional secured indebtedness, as defined in the agreements.<br />
The Company presently satisfies all required covenants.<br />
If all outstanding convertible bonds had been converted into<br />
common stock as at March 31, 1999, approximately 30,792<br />
thousand shares of common stock would have been issued.<br />
As is customary in Japan, short-term and long-term bank<br />
loans are made under general agreements which provide that<br />
additional security and guarantees for present and future<br />
indebtedness will be given upon request of the bank under<br />
certain circumstances, and that any collateral so furnished will<br />
be applicable to all indebtedness to that bank. To date, the<br />
Company and its consolidated subsidiaries have not received<br />
any such requests from the banks. In addition, the agreements<br />
provide that the bank has the right to offset cash deposits<br />
against any short-term or long-term debt that becomes due,<br />
and in case of default and certain other specified events,<br />
against all other debt payable to the bank.<br />
32
The aggregate annual maturities of long-term loans subsequent<br />
to March 31, 1999, are as follows:<br />
Fiscal year ending March 31 Millions of yen Thousands of dollars<br />
2001 ¥711 $5,876<br />
2002 534 4,413<br />
2003 646 5,339<br />
2004 487 4,025<br />
2005 and thereafter 981 8,107<br />
4. Income Taxes<br />
The Company and its subsidiaries are subject to several taxes<br />
(corporate, inhabitant and enterprise) based on income. The<br />
aggregate statutory tax rates and the effective tax rates for the<br />
years ended March 31, 1997, 1998 and 1999 are as follows:<br />
1997 1998 1999<br />
Statutory tax rate 51% 51% 47%<br />
Effective tax rate 71% 56% 49%<br />
Variance between the statutory tax rates and effective tax rates<br />
for the year ended March 31, 1997, consists primarily of the effect of<br />
permanently non-deductible expenses and non-taxable income. The<br />
effective tax rate for the year ended March 31, 1997, was affected by<br />
the lump-sum write-off of goodwill pertaining to the acquisition of<br />
Toppan Moore Co., Ltd. and Avery Toppan Co., Ltd. in 1997. For<br />
the years ended March 31, 1998 and 1999, the variance consists primarily<br />
of all temporary differences reflected to deferred taxes as a<br />
result of adopting the allocation of income taxes.<br />
Significant components of the Company’s deferred tax<br />
assets and liabilities as of March 31, 1999, are as follows:<br />
Millions of yen Thousands of dollars<br />
(Deferred tax assets)<br />
Bad debt reserve ¥1,277 $ 10,554<br />
Accrued bonuses 950 7,851<br />
Enterprise taxes 1,369 11,314<br />
Depreciation 2,071 17,116<br />
Estimated termination<br />
and retirement allowances 3,799 31,397<br />
Intercompany profits 2,145 17,727<br />
Net operating loss carry forwards 1,691 13,975<br />
Other 3,100 25,620<br />
16,402 135,554<br />
Less valuation allowance (1,691) (13,975)<br />
Total 14,711 121,579<br />
(Deferred tax liabilities)<br />
Tax purpose reserves<br />
regulated by Japanese tax law 3,467 28,653<br />
Other 519 4,290<br />
Total 3,986 32,943<br />
Deferred tax assets, net ¥10,725 $ 88,636<br />
(Fixed liabilities)<br />
Deferred tax liabilities<br />
Depreciation ¥177 $1,463<br />
Other 54 446<br />
Total deferred tax liabilities ¥231 $1,909<br />
The valuation allowance mainly relates to deferred tax assets<br />
of the consolidated subsidiaries with operating loss carryforwards<br />
for tax purposes that are not expected to be realized.<br />
The disclosure of significant components of the Company’s<br />
deferred tax assets and liabilities have been required to be disclosed<br />
under accounting principles from fiscal 1999, but such<br />
accounting principles have not been required to restate the<br />
1998 deferred tax information.<br />
33<br />
5. Shareholders’ Investment<br />
The Japanese Commerical Code provides that an amount equivalent<br />
to at least 10% of cash dividends paid and of other cash outlays<br />
in each fiscal or interim six-month period be appropriated to a legal<br />
reserve until such reserve equals 25% of the issued share capital.<br />
In accordance with the new disclosure requirements effective<br />
from the year ended March 31, 1999, legal reserve of<br />
¥14,709 million ($121,562 thousand) is included in retained<br />
earnings for 1999. Previously it was presented as a separate<br />
component of the shareholders’ investment. The accompanying<br />
consolidated financial statements for the years ended<br />
March 31, 1997 and 1998 have been reclassified to conform<br />
to the 1999 presentation.<br />
The Code also provides that neither the additional paid-in capital<br />
nor the legal reserve is available for cash dividends, but may be<br />
used to reduce a capital deficit by resolution of the shareholders or<br />
may be capitalized by resolution of the Board of Directors.<br />
Year-end dividends are approved by the shareholders after the<br />
end of each fiscal year, and interim dividends are declared by the<br />
Board of Directors after the end of each semi-annual period. In<br />
accordance with the Commercial Code, the year-end dividends and<br />
the related appropriation of retained earnings are not reflected in<br />
the consolidated financial statements at the end of each fiscal year.<br />
On June 30, 1999, the shareholders approved the declaration<br />
of a year-end cash dividend totaling ¥5,246 million ($43,356 thousand),<br />
which was paid in that month to the shareholders of record<br />
as at March 31, 1999, and the related appropriation of profits to<br />
legal reserve of ¥539 million ($4,455 thousand).<br />
6. Per Share Data<br />
Net income per share is based on the weighted average number<br />
of shares of common stock outstanding and dilutive common<br />
stock equivalents. The 1.9% and 1.4% convertible bonds were<br />
considered as common stock equivalents and were included in<br />
the calculation of earnings per share when they were dilutive. In<br />
computing net income per share, net income is adjusted, at net<br />
of income taxes, by interest expense on the convertible bonds.<br />
Dividends per share shown in the accompanying consolidated<br />
statements of income have been presented on an<br />
accrual basis but include dividends approved after each fiscal<br />
year-end and are applicable to the year then ended.<br />
The number of shares of common stock outstanding used<br />
in computing net income per share was as follows:<br />
Thousands of shares<br />
1997 736,805<br />
1998 730,231<br />
1999 730,195<br />
7. Derivative Financial Instruments<br />
The Company uses derivative financial instruments selectively,<br />
to manage interest rate risk and foreign exchange risk.<br />
The Company enters into forward exchange contracts to<br />
hedge foreign exchange risks and also uses interest rate swaps<br />
to manage floating interest rate risk.<br />
To reduce the credit risk of counterparties in derivative<br />
transactions, the Company selects major, creditworthy financial<br />
institutions as counterparties.<br />
The Company has entered into the following types of<br />
derivative financial instruments as of March 31, 1999.
Interest Rate Contracts<br />
1998 Millions of yen<br />
Notional amounts<br />
Due within one year Due after one year Total Fair value Unrealized gain (loss)<br />
Interest rate swap contracts—<br />
Pay floating rate, receive floating rate ¥1,000 ¥6,000 ¥7,000 ¥(2) ¥(2)<br />
Pay floating rate, receive fixed rate — — — — —<br />
Total ¥1,000 ¥6,000 ¥7,000 ¥(2) ¥(2)<br />
1999 Millions of yen<br />
Notional amounts<br />
Due within one year Due after one year Total Fair value Unrealized gain (loss)<br />
Interest rate swap contracts—<br />
Pay floating rate, receive floating rate ¥6,000 ¥ — ¥ 6,000 ¥3 ¥3<br />
Pay floating rate, receive fixed rate — 10,000 10,000 1 1<br />
Total ¥6,000 ¥10,000 ¥16,000 ¥4 ¥4<br />
Thousand of U.S. dollars<br />
Notional amounts<br />
Due within one year Due after one year Total Fair value Unrealized gain<br />
Interest rate swap contracts—<br />
Pay floating rate, receive floating rate $49,587 $ — $ 49,587 $25 $25<br />
Pay floating rate, receive fixed rate — 82,645 82,645 8 8<br />
Total $49,587 $82,645 $132,232 $33 $33<br />
The above table excludes all the forward exchange contracts<br />
entered into to hedge receivables and payables denominated<br />
in foreign currencies, since they have been translated<br />
and reflected at the corresponding contracted rates in the<br />
accompanying balance sheets as of March 31, 1998 and 1999.<br />
The fair value of interest swap contracts has been required to<br />
be disclosed from fiscal 1998.<br />
8. Commitments and Contingent Liabilities<br />
Commitments outstanding as at March 31, 1999, for capital expenditures<br />
approximated ¥58,966 million ($487,322 thousand).<br />
As at March 31, 1999, the Company and its subsidiaries<br />
were contingently liable for trade notes receivable discounted<br />
with banks of ¥42 million ($347 thousand). The average interest<br />
rate of the notes discounted with banks was 1.8% per<br />
annum as at March 31, 1999.<br />
The Company and its subsidiaries were also contingently<br />
liable as guarantors for the borrowings of certain subsidiaries,<br />
affiliates and subcontractors, amounting to ¥2,472 million<br />
($20,430 thousand) as at March 31, 1999.<br />
The Company and its consolidated subsidiaries had cancellable<br />
and non-cancellable long-term lease agreements, principally for<br />
office space and computer equipment. Annual rental expenses for<br />
the year ended March 31, 1999, were ¥18,249 million ($150,818<br />
thousand).<br />
9. Segment Information<br />
The Company conducts various printing activities classified as the<br />
“printing” segment and non-printing activities classified as the<br />
“other” segment.<br />
A summary of net sales, costs and expenses and operating<br />
income by segment of business activities for the years ended March<br />
31, 1997, 1998 and 1999, is shown on the next page.<br />
As described in Note 1 (Depreciation), effective April 1, 1998,<br />
the Company changed its depreciation method for buildings,<br />
excluding building fixtures, from the declining-balance method to<br />
the straight-line method. As a result of this change, operating<br />
income and assets of the Printing segment for the year ended<br />
March 31, 1999, increased by ¥2,651 million ($21,909 thousand)<br />
and ¥3,233 million ($26,719 thousand), respectively.<br />
Also, as described in Note 1 (Depreciation), effective April 1,<br />
1998, the Company shortened the estimated useful lives of buildings,<br />
excluding building fixtures. As a result of this change, operating<br />
income and assets of the Printing segment decreased by ¥701<br />
million ($5,793 thousand) and ¥833 million ($6,884 thousand),<br />
respectively.<br />
Also, as described in Note 1 (Allowance for doubtful receivables),<br />
effective from the year ended March 31, 1999, the<br />
Company changed the policy for providing the allowance for<br />
doubtful receivables from using the formula provided by the<br />
Corporation Tax Law to applying a percentage based on collection<br />
experience to the remaining account. As a result of this change,<br />
operating income and assets of the Printing segment increased by<br />
¥434 million ($3,587 thousand) and ¥1,868 million ($15,438<br />
thousand), respectively. Also, operating income and assets of the<br />
Other segment increased by ¥28 million ($231 thousand) and<br />
¥136 million ($1,124 thousand), respectively.<br />
Geographical segment information was not presented as the<br />
sales and assets of consolidated domestic subsidiaries for the years<br />
ended March 31, 1997, 1998 and 1999 exceed 90% of consolidated<br />
net sales and assets.<br />
The overseas sales of the Company and its consolidated<br />
subsidiaries for the years ended March 31, 1997, 1998 and<br />
1999, were less than 10% of consolidated net sales.<br />
34
1997 Millions of yen<br />
Printing Other Total Elimination Consolidated<br />
Net sales—<br />
Outside customers ¥ 1,151,132 ¥ 123,207 ¥1,274,339 ¥ — ¥1,274,339<br />
Intersegment 25,556 44,734 70,290 (70,290)<br />
Total 1,176,688 167,941 1,344,629 (70,290) 1,274,339<br />
Costs and expenses 1,090,269 166,218 1,256,487 (70,290) 1,186,197<br />
Operating income ¥ 86,419 ¥ 1,723 ¥ 88,142 ¥ — ¥ 88,142<br />
Assets ¥ 1,111,036 ¥ 64,928 ¥1,175,964 ¥ (24,081) ¥1,151,883<br />
Depreciation ¥ 51,426 ¥ 332 ¥ 51,758 ¥ — ¥ 51,758<br />
Capital expenditures ¥ 77,996 ¥ 499 ¥ 78,495 ¥ — ¥ 78,495<br />
1998 Millions of yen<br />
Printing Other Total Elimination Consolidated<br />
Net sales—<br />
Outside customers ¥ 1,172,178 ¥ 111,967 ¥1,284,145 ¥ — ¥1,284,145<br />
Intersegment 21,324 46,352 67,676 (67,676) —<br />
Total 1,193,502 158,319 1,351,821 (67,676) 1,284,145<br />
Costs and expenses 1,100,129 157,367 1,257,496 (67,676) 1,189,820<br />
Operating income ¥ 93,373 ¥ 952 ¥ 94,325 ¥ — ¥ 94,325<br />
Assets ¥ 1,260,724 ¥ 57,825 ¥1,318,549 ¥ (17,900) ¥1,300,649<br />
Depreciation ¥ 55,732 ¥ 277 ¥ 56,009 ¥ — ¥ 56,009<br />
Capital expenditures ¥ 128,148 ¥ 586 ¥ 128,734 ¥ — ¥ 128,734<br />
1999 Millions of yen<br />
Printing Other Total Elimination Consolidated<br />
Net sales—<br />
Outside customers ¥1,116,534 ¥ 106,905 ¥1,223,439 ¥ — ¥1,223,439<br />
Intersegment 17,631 47,278 64,909 (64,909) —<br />
Total 1,134,165 154,183 1,288,348 (64,909) 1,223,439<br />
Costs and expenses 1,069,271 153,860 1,223,131 (64,909) 1,158,222<br />
Operating income ¥1,264,894 ¥ 323 ¥1,265,217 ¥ — ¥1,265,217<br />
Assets ¥1,226,042 ¥ 61,875 ¥1,287,917 ¥ (20,560) ¥1,267,357<br />
Depreciation ¥1,258,186 ¥ 293 ¥1,258,479 ¥ — ¥1,258,479<br />
Capital expenditures ¥1,100,485 ¥ 436 ¥1,100,921 ¥ — ¥1,100,921<br />
1999 Thousands of dollars<br />
Printing Other Total Elimination Consolidated<br />
Net sales—<br />
Outside customers $ 9,227,553 $ 883,513 $10,111,066 $ — $10,111,066<br />
Intersegment 145,712 390,726 536,438 (536,438) —<br />
Total 9,373,265 1,274,239 10,647,504 (536,438) 10,111,066<br />
Costs and expenses 8,836,950 1,271,571 10,108,521 (536,438) 9,572,083<br />
Operating income $ 536,315 $ 2,668 $ 538,983 $ — $ 538,983<br />
Assets $10,132,579 $ 511,363 $10,643,942 $(169,917) $10,474,025<br />
Depreciation $ 480,876 $ 2,421 $ 483,297 $ — $ 483,297<br />
Capital expenditures $ 830,455 $ 3,603 $ 834,058 $ — $ 834,058<br />
35
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS<br />
Toppan Printing Co., Ltd. and Subsidiaries<br />
To the Board of Directors of TOPPAN PRINTING CO., LTD.:<br />
We have audited the accompanying consolidated balance sheets of TOPPAN PRINT-<br />
ING CO., LTD. (a Japanese corporation) and its consolidated subsidiaries as of March<br />
31, 1998 and 1999, and the related consolidated statements of income, shareholders’<br />
investment and cash flows for each of the three years in the period ended March 31,<br />
1999, all expressed in Japanese yen. Our audits were made in accordance with<br />
generally accepted auditing standards in Japan and, accordingly, included such tests<br />
of the accounting records and such other auditing procedures that we considered<br />
necessary in the circumstances.<br />
In our opinion, the consolidated financial statements referred to above present fairly<br />
the financial position of TOPPAN PRINTING CO., LTD., and its consolidated subsidiaries<br />
as of March 31, 1998 and 1999, and the results of their operations and their<br />
cash flows for each of the three years in the period ended March 31 ,1999, in conformity<br />
with accounting principles generally accepted in Japan (see Note 1) consistently<br />
applied during the period except for the changes in the valuation method of listed<br />
securities, made in the year ended March 31, 1997, in the accounting policy for<br />
income taxes, made in the year ended March 31, 1998, and in the method of recording<br />
depreciation of buildings excluding building fixtures, made in the year ended<br />
March 31, 1999, as explained in Note 1 and Note 9 of the notes to the consolidated<br />
financial statements.<br />
Also, in our opinion, the U.S. dollar amounts in the accompanying consolidated financial<br />
statements have been translated from Japanese yen on the basis set forth in Note<br />
1 of the notes to the consolidated financial statements.<br />
Asahi & Co<br />
(A Member Firm of Andersen Worldwide SC)<br />
Tokyo, Japan<br />
June 30, 1999<br />
Statement on Accounting Principles and Auditing Standards<br />
This statement is to remind users that accounting principles and auditing standards<br />
and their application in practice may vary among nations and therefore could affect,<br />
possibly materially, the reported financial position and results of operations. The<br />
accompanying financial statements are prepared based on accounting principles<br />
generally accepted in Japan, and the auditing standards and their application in practice<br />
are those generally accepted in Japan. Accordingly, the accompanying financial<br />
statements and the auditor’s report presented above are for users familiar with<br />
Japanese accounting principles, auditing standards and their application in practice.<br />
36
Board of Directors and Auditors<br />
38<br />
Consolidated<br />
Subsidiaries and Affiliates<br />
40<br />
Overseas Network<br />
42<br />
Corporate Information<br />
44<br />
Corporate Data<br />
37
BOARD OF DIRECTORS AND AUDITORS<br />
(As of June 29, 1999)<br />
Front row from left : Hiromichi Fujita, Kenji Ejima<br />
and Naoki Adachi<br />
Back row from left : Shimpei Hasegawa,<br />
Tohru Shimabukuro, Tsuneyasu Kuromitsu,<br />
Mikio Nakano, Hiroshi Kidokoro<br />
and Tadao Masuda<br />
38
Hiromichi Fujita<br />
Kenji Ejima<br />
Naoki Adachi<br />
Shimpei Hasegawa<br />
Hiroshi Kidokoro<br />
Mikio Nakano<br />
Tsuneyasu Kuromitsu<br />
Tadao Masuda<br />
Tohru Shimabukuro<br />
Masaharu Mitani<br />
Tetsuro Minami<br />
Masao Tsuchiya<br />
Katsuo Amemiya<br />
Yukio Tagawa<br />
Yukio Oba<br />
Saburo Umeda<br />
Shuji Higashida<br />
Koichi Miyazaki<br />
Hiroshi Kukimoto<br />
Sawako Noma<br />
Hiromichi Kono<br />
Tatsuo Yamamoto<br />
Takeshi Toyama<br />
Masayasu Ishida<br />
Akihiro Nagata<br />
Yoshio Sakamura<br />
Hideaki Kawai<br />
Takashi Owaki<br />
Yukio Natori<br />
Hiroshi Inoue<br />
Yoshiaki Tsuneda<br />
Toshihiko Akiyama<br />
Seisaku Okumura<br />
Hideo Yuasa<br />
Jiro Kawake<br />
Kohken Tsuchiya<br />
President<br />
Executive Vice President<br />
Executive Vice President<br />
Senior Managing Director<br />
Senior Managing Director<br />
Senior Managing Director<br />
Senior Managing Director<br />
Senior Managing Director<br />
Senior Managing Director<br />
Managing Director<br />
Managing Director<br />
Managing Director<br />
Managing Director<br />
Managing Director<br />
Managing Director<br />
Managing Director<br />
Managing Director<br />
Managing Director<br />
Managing Director<br />
Director<br />
Director<br />
Director<br />
Director<br />
Director<br />
Director<br />
Director<br />
Director<br />
Director<br />
Director<br />
Director<br />
Director<br />
Director<br />
Senior Corporate Auditor<br />
Corporate Auditor<br />
Corporate Auditor<br />
Corporate Auditor<br />
39
CONSOLIDATED SUBSIDIARIES AND AFFILIATES<br />
(As of April 1, 1999)<br />
Printing<br />
D SECURITIES & CARDS<br />
Tokyo Magnetic Printing Co., Ltd.*<br />
Toppan Printing Co., (Shanghai) Ltd.<br />
Toppan Forms Co., Ltd.<br />
Toppan Forms Operation Co., Ltd.<br />
Toppan Forms (Hamamatsu) Co., Ltd.<br />
Toppan Forms Process Co., Ltd.<br />
Techno Toppan Forms Co., Ltd.<br />
Toppan Forms (Sanyo) Co., Ltd.<br />
Kagawa Business Forms Co., Ltd.<br />
Okinawa Business Forms Co., Ltd.<br />
Toppan Forms (Hokkaido) Co., Ltd.<br />
Toppan Forms Logistics and Services Co., Ltd.<br />
T.F. Company, Ltd.<br />
Toppan Forms (H.K.), Ltd.<br />
Toppan Forms Computer Systems Ltd.<br />
Phoenix Business Systems Ltd.<br />
Well United Supply Ltd.<br />
Everwell Security Printing Co., Ltd.<br />
Manson Computer Form Co., Ltd.<br />
Toppan Forms Card Technologies Ltd.<br />
Toppan Forms (Singapore) Pte. Ltd.<br />
D COMMERCIAL PRINTING<br />
Tosho Printing Co., Ltd.*<br />
Toppan Display Co., Ltd.<br />
Toppan Creative Communications Co., Ltd.<br />
Toppan Adtechs Co., Ltd.<br />
Sobi Calendars Co., Ltd.<br />
Osaka Toppan Display Co., Ltd.<br />
Toppan Osaka Process Co., Ltd.<br />
Kumamoto Toppan Co., Ltd.<br />
Kyushu Product Ltd.<br />
Toppan Idea Center Nishinihon Co., Ltd.<br />
Kannabe Toppan Co., Ltd.<br />
Toppan Aichi Kako Co., Ltd.<br />
Toppan Multicreate Co., Ltd.<br />
Toppan Hokkaido Insatsukako Co., Ltd.<br />
Shin Nihon Seihan Ltd.<br />
Top Planning Ltd.<br />
D PUBLICATIONS PRINTING<br />
Hino Offset Printing Co., Ltd.*<br />
Toppan Prepress Art Co., Ltd.<br />
Toppan Johhoku Printing Co., Ltd.<br />
Toppan Process Co., Ltd.<br />
Toppan Seihon Co., Ltd.<br />
Toppan Graphic Co., Ltd.<br />
Tokyo Computer Type Co., Ltd.<br />
Toppan Seihin Co., Ltd.<br />
Toppan Proof Co., Ltd.<br />
T.M.G. Prepress Toppan Co., Ltd.<br />
Toppan Printing Co. (America), Inc.<br />
Toppan Printing Co. (H.K.) Ltd.<br />
Toppan Servicing Co., Ltd.<br />
Toppan Printing Co., (Shenzhen) Ltd.<br />
Toppan Printing Co. (Australia) Pty. Ltd.<br />
Kouyou Sangyo Ltd.<br />
D PACKAGING<br />
Toppan Label Co., Ltd.<br />
Toppan Containers Co., Ltd.<br />
Toppan Plastic Co., Ltd.<br />
Toppan Packs Co., Ltd.<br />
Toppan Carton Co., Ltd.<br />
Toppan Gravure Prepress Co., Ltd.<br />
Toppan Engineering Co., Ltd.<br />
Toppan Kansai Packs Co., Ltd.<br />
Toppan Captech Co., Ltd.<br />
Toppan Fukuoka Shiko Co., Ltd.<br />
Toppan Saga Yoki Co., Ltd.<br />
Mikkabi Toppan Printing Co., Ltd.<br />
Toppan Miyagi Kako Co., Ltd.<br />
Tamapori Co., Ltd.<br />
Totsudan Shiko Ltd.<br />
Totsudan Unyu Soko Ltd.<br />
San-ei Shiki Ltd.<br />
Gunma Tama Kako Ltd.<br />
Tama Kako Ltd.<br />
Wako Ltd.<br />
PT Toppan Sampoerna Indonesia<br />
PT Toppan Indah Offset Printing<br />
40
D INDUSTRIAL MATERIALS<br />
Toppan Kenzai Tech Co., Ltd.<br />
Toppan Interamerica Inc.<br />
Toppan Printing GmbH<br />
Toppan Printing Co. (UK) Ltd.<br />
D ELECTRONICS<br />
Niigata Toppan Printing Co., Ltd.<br />
Toppan Technical Design Center Co., Ltd.<br />
Toppan Electronics Fuji Co., Ltd.<br />
Toppan Precision Board Ltd.<br />
Toppan Shiga Seimitsu Co., Ltd.<br />
Toppan Electronics, Inc.<br />
Toppan Electronics (Taiwan) Co., Ltd.<br />
Toppan Chunghwa Electronics Co., Ltd.<br />
Toppan Electronics Co., (Singapore) Pte. Ltd.<br />
Others<br />
D CHEMICAL INDUSTRY<br />
Toyo Ink Mfg. Co., Ltd.*<br />
D PUBLISHING<br />
Tokyo Shoseki Co., Ltd.*<br />
Froebel-Kan Co., Ltd.<br />
Toppan Co., Ltd.<br />
Froebel-Kan Hokurikuhanbai Co., Ltd.<br />
D SERVICES<br />
Denshi Media Services Co., Ltd.<br />
Kita-Osaka Shigyo Co., Ltd.<br />
Toppan Logistics Co., Ltd.<br />
CyberMap Japan Corp.<br />
Toppan Security Service Co., Ltd.<br />
Toppan Techno Co., Ltd.<br />
Toppan Group Institute Inc.<br />
Toppan Direct Mail Center Co., Ltd.<br />
Toppan Multisoft Ltd.<br />
Total Media Development Institute Co., Ltd.<br />
Toppan Travel Service Corp.<br />
Toppan and Moak Ltd.<br />
The Institute of Exhibition Art and Technology Co., Ltd.<br />
The Institute of Cultural Communications, Ltd.<br />
Top Rep Ltd.<br />
Toppan Management Systems (S) Pte., Ltd.<br />
Shanghai Toppan Management Systems Software<br />
Development Co., Ltd.<br />
Toppan IPS Co., Ltd.<br />
Image Mall Japan Co., Ltd.<br />
Title Producing Company, Inc.<br />
Toppan Editorial Communications Co., Ltd.<br />
Toppan Hall Co., Ltd.<br />
D SALES<br />
Toppan Cosmo, Inc.<br />
* Companies marked with an asterisk are affiliates. Others are consolidated<br />
subsidiaries.<br />
41
OVERSEAS NETWORK<br />
(As of June 29, 1999)<br />
International Division<br />
1, Kanda Izumi-cho,<br />
Chiyoda-ku, Tokyo 101-0024, Japan<br />
Phone: 81-3-3835-5741<br />
Fax: 81-3-3835-0674<br />
Locally Incorporated Companies<br />
ASIA<br />
D Toppan Printing Co. (H.K.) Ltd.<br />
1, Fuk Wang Street,<br />
Yuen Long Industrial Estate,<br />
Yuen Long, New Territories,<br />
Hong Kong, People’s Republic of China<br />
Phone: 852-2475-5666<br />
Fax: 852-2475-4321<br />
Book, magazine, and commercial printing<br />
D Toppan Printing Co., (Shenzhen) Ltd.<br />
No. 27 Industrial Zone, Chuang Ye Road,<br />
Baoan District, Shenzhen, 518101,<br />
People’s Republic of China<br />
Phone: 86-755-781-2211<br />
Fax: 86-755-780-1262<br />
Book, magazine, and commercial<br />
printing and paper carton packaging<br />
D Toppan Printing Co., (Shanghai) Ltd.<br />
No. 5583 Hu Nan Road, Pu Dong,<br />
Shanghai, 201316,<br />
People’s Republic of China<br />
Phone: 86-21-5822-1212<br />
Fax: 86-21-5822-1543<br />
Manufacture of bank cards, credit cards,<br />
and prepaid cards<br />
Shanghai Sales Office:<br />
Shanghai International Shopping Center,<br />
Room 905, B Building,<br />
527 Huaihai Zhong Road,<br />
Shanghai, 200020,<br />
People’s Republic of China<br />
Phone: 86-21-5306-1354<br />
Fax: 86-21-5306-7296<br />
D Toppan Chunghwa<br />
Electronics Co., Ltd.<br />
1127-3 Hopin Road, Padeh City,<br />
Taoyuan, Taiwan, 334, R.O.C.<br />
Phone: 886-3-364-3300 Ext. 200<br />
Fax: 886-3-364-9922<br />
Manufacture and sales of photomasks for<br />
semiconductors<br />
D Toppan Electronics (Taiwan) Co., Ltd.<br />
17 F-1, No. 171, Sung-Teh Road,<br />
Taipei, Taiwan, R.O.C<br />
Phone: 886-2-27262220 Ext. 616<br />
Fax: 886-2-23466979<br />
Electronic precision components sales<br />
D Toppan Electronics Co.,<br />
(Singapore) Pte. Ltd.<br />
152 Beach Road, #02-07A Gateway East,<br />
Singapore 189721<br />
Phone: 65-392-0326<br />
Fax: 65-392-0832<br />
Electronic precision components sales<br />
D PT Toppan Sampoerna Indonesia<br />
Jl. Raya Cibitung, Desa Telaga Asih,<br />
Kecamatan Cibitung, Kabupaten Bekasi,<br />
Jawa Barat, Indonesia<br />
Phone: 62-21-8900889<br />
Fax: 62-21-88325946<br />
Manufacture of flexible packaging<br />
materials, paper carton packaging<br />
materials, calendars, and other<br />
commercial printing<br />
D Toppan Printing Co., Ltd.<br />
Beijing Representative Office<br />
#1623, Beijing Hotel, Beijing, 100004,<br />
People’s Republic of China<br />
Phone: 86-10-6513-8039<br />
Fax: 86-10-6513-3113<br />
Marketing and liaison<br />
42
D Siam Printing and Packaging Co., Ltd.<br />
543 Soi 9, Moo 4,<br />
Bangpoo Industrial Estate,<br />
Tambon Pragsa, Muang District,<br />
Samutprakarn 10280, Thailand<br />
Phone: 66-2-324-0592/4<br />
Fax: 66-2-324-0883<br />
Manufacture of paper carton and multi-color<br />
process corrugated board<br />
OCEANIA<br />
D Toppan Printing Co.<br />
(Australia) Pty. Ltd.<br />
Level 13, 179 Elizabeth Street,<br />
Sydney, NSW 2000, Australia<br />
Phone: 61-2-9283-5611<br />
Fax: 61-2-9283-5185<br />
Sales and marketing<br />
U.S.A.<br />
D Toppan Printing Co. (America), Inc.<br />
666 Fifth Avenue,<br />
New York, NY 10103, U.S.A.<br />
Phone: 1-212-489-7740<br />
Fax: 1-212-969-9349<br />
Book and magazine printing sales, commercial<br />
printing sales, sales promotion, and copyright<br />
and joint publication negotiation<br />
New Jersey:<br />
1100 Randolph Road,<br />
Somerset, NJ 08873, U.S.A.<br />
Phone: 1-732-469-8400<br />
Fax: 1-732-469-8225<br />
Prepress services and commercial printing<br />
Los Angeles Office:<br />
4551 Glencoe Avenue, Suite 230,<br />
Marina del Rey, CA 90292, U.S.A.<br />
Phone: 1-310-823-0050 Ext. 110<br />
Fax: 1-310-823-0777<br />
Book and commercial printing sales<br />
D Toppan Electronics, Inc.<br />
Advanced Interconnect Division<br />
7770 Miramar Road,<br />
San Diego, CA 92126, U.S.A.<br />
Phone: 1-858-695-2222<br />
Fax: 1-858-695-6823<br />
Manufacture and sales of printed wiring<br />
boards<br />
Electronic Components Division<br />
3032 Bunker Hill Lane, Suite #108,<br />
Santa Clara, CA 95054, U.S.A.<br />
Phone: 1-408-982-0944<br />
Fax: 1-408-982-0953<br />
Electronic precision components sales<br />
and marketing<br />
D Toppan Interamerica Inc.<br />
1131 Highway 155 South,<br />
McDonough, GA 30253, U.S.A.<br />
Phone: 1-770-957-5060<br />
Fax: 1-770-957-6447<br />
Manufacture and sales of interior decor<br />
materials<br />
Irvine Office:<br />
20 Executive Park, Suite 130,<br />
Irvine, CA 92614, U.S.A.<br />
Phone: 1-949-474-8250<br />
Fax: 1-949-474-8253<br />
Sales and marketing<br />
EUROPE<br />
D Toppan Printing Co. (UK) Ltd.<br />
Gillingham House,<br />
38-44 Gillingham Street,<br />
London SW1V 1HU, United Kingdom<br />
Phone: 44-20-7828-7292<br />
Fax: 44-20-7828-5310<br />
European headquarters for sales of interior<br />
decor materials, electronic precision components,<br />
book printing, and marketing<br />
D Toppan Printing GmbH<br />
Immermannstr. 14-16,<br />
D-40210 Düsseldorf, Germany<br />
Phone: 49-211-356648<br />
Fax: 49-211-363688<br />
Interior decor and industrial materials<br />
sales and marketing<br />
Technical Tie-ups with<br />
Foreign Companies<br />
Société Internationale<br />
Pour L’Innovation (France)<br />
Contra Vision Limited (UK)<br />
KMK Lizence Ltd. (Mauritius)<br />
Kliklok Corp. (U.S.A.)<br />
Optigraphics Corp. (U.S.A.)<br />
Scholle Corp. (U.S.A.)<br />
Fort James Corporation (U.S.A.)<br />
Siam Printing and<br />
Packaging Co., Ltd. (Thailand)<br />
Leigh-Mardon Pty. Limited (Australia)<br />
Telstra Corp. Limited (Australia)<br />
Golden Valley Microwave<br />
Foods, Inc. (U.S.A.)<br />
Bull CP8 (France)<br />
Michael Hörauf Maschinenfabrik<br />
GmbH (Germany)<br />
M-Pak Ltd. (UK)<br />
Koninklijke Philips Electronics<br />
N.V. (Netherlands)<br />
Eastman Kodak Company (U.S.A.)<br />
Fort James Operating Company (U.S.A.)<br />
Westvaco Corporation (U.S.A.)<br />
Avery Dennison Corporation (U.S.A.)<br />
Weaver Popcorn Co., Inc. (U.S.A.)<br />
Mondex International Limited (UK)<br />
Texas Instruments Incorporated (U.S.A.)<br />
Toppan Chunghwa Electronics<br />
Co., Ltd. (Taiwan)<br />
43
CORPORATE INFORMATION<br />
(As of April 1, 1999)<br />
Head Office<br />
1, Kanda Izumi-cho,<br />
Chiyoda-ku, Tokyo 101-0024, Japan<br />
Phone: (03) 3835-5741 Fax: (03) 3835-0674<br />
Established<br />
1900<br />
Shareholders’ Investment<br />
¥683,906 million<br />
Common Stock<br />
Authorized—1,200,000,000 shares<br />
Outstanding—699,411,267 shares<br />
Stock Exchange Listings<br />
Tokyo, Osaka, and Luxembourg<br />
Transfer Agent<br />
The Mitsubishi Trust and Banking Corporation<br />
4-5, Marunouchi 1-chome, Chiyoda-ku, Tokyo 100-0005, Japan<br />
Number of Employees<br />
33,464<br />
44
Produced and printed in Japan by Toppan Printing Co., Ltd.<br />
Except for the cover, this annual Except report for the was cover, printed this on annual Toppan report Green was Paper,100% printed on recycled 100% recycled paper.<br />
paper.
TOPPAN 1999. 8.!<br />
Printed in Japan