Tokyo, Japan, December 17, 2018 --- Hitachi, Ltd. (TSE:6501, “Hitachi”) today announced that it has decided to acquire the world-leading power grids business from ABB Ltd (NYSE:ABB, "ABB") and has signed an agreement with ABB. Hitachi plans to initially acquire an 80.1% stake in the Power Grids business and expects to close the acquisition in the first half of 2020, making Power Grids a consolidated subsidiary. Hitachi has entered into a purchase option to acquire the remaining 19.9% stake in Power Grids, making Power Grids a wholly-owned subsidiary.
As a result of this agreement, Hitachi will offer innovative energy solutions globally by combining ABB's world-class grids offering including advanced digital grid solutions with Hitachi's digital technology. In addition, Hitachi aims to build an energy platform that connects various fields such as mobility, life and industry. Hitachi will expand provision of the platform to, and collaborative creation using it with ABB's broad range of customers to promote more efficient use of electricity throughout society and empower and grow the Social Innovation Business.
The power grids market is rapidly expanding driven by increasing adoption of renewable energy, rising energy demand and supply in emerging countries, the expansion of distributed power sources such as electric vehicles and storage batteries, deregulation of the electric power sector in countries and regions, and advances in electric power system reform. The market is forecasted to reach more than US$100 billion (approx. JPY11 trillion)*1 by 2020, at a steady annual growth rate of 4% or above for the period from 2017 to 2020*1. In particular, advanced energy management systems to optimize supply of, storage and control energy using digital technologies are growing rapidly as well as innovations in grid systems for next generation transmission network, which contributes to the formation of more flexible energy infrastructure addressing promotion of renewable energy and regional characteristics.
*1 based on Hitachi's analysis
ABB’s power grids business operates four segments, all of which are global market leaders: "Grid Automation" provides protection control system and remote monitoring control systems to realize grid network stabilization, and management systems for supply and demand electricity market for trading electricity; "Grid Integration" includes digital substation, system integration and service solutions, High Voltage Direct Current (HVDC) systems, and power semiconductors; "High Voltage Products" includes Gas Insulated Switchgear (GIS); and "Transformers" includes power, distribution and transaction transformers for railways.
For example, in the HVDC market expanding with the increased application of renewable energy, ABB has undertaken around 120 HVDC projects representing a total installed capacity of more than 130,000 megawatts, which accounts for about half of the global installed base and possesses the most advanced technologies being able to design and manufacture most key products in-house. Moreover, ABB's power grids business is known for its well-established global customer base in various utilities and industries which include companies operating in railways, natural resources such as oil, and IT as well as major electric power companies. ABB power grids' revenues totaled US$10.0 billion (approx. JPY1.1 trillion)*2 for 2017, and operational EBITA*3 was approx. US$ 1 billion (approx. JPY110.7 billion) for 2017. The division has approx. 100 manufacturing bases, approx. 200 sales locations, and around 36,000 employees globally.
*2 Calculations based on US$1 = JPY110.
*3 Operational EBITA: a key performance indicator used by ABB. See ABB’s Form 20-F for details.
In order to accelerate the collaborative creation with customers in the Social Innovation Business, Hitachi, as “an innovation partner for the IoT era" is strengthening solutions utilizing "Lumada"*4 which has accumulated Hitachi’s experience in OT x IT x Products, as well as empowering the formation of global organization and front-line functions. In particular, Hitachi has identified the Power and Energy business as one of the core pillars of the Social Innovation Business which supports building social infrastructures attributing to the realization of the Sustainable Development Goals (SDGs) and a promising society advocated in Society 5.0.
In December 2014*5, Hitachi entered into a strategic partnership agreement with ABB and formed a joint venture for HVDC operations in the Japanese market in November 2015*6 and jointly offers solutions to reform the power systems for domestic electric power companies.
*4 Hitachi's solution to accelerate digital innovation
*5 News release “ABB and Hitachi to form strategic power grid partnership for HVDC in Japan” announced on December 16, 2014.
*6 News release “Hitachi ABB HVDC Technologies, Ltd. commences business operations for HVDC in Japan” on October 15, 2015. (http://www.hitachi.com/New/cnews/month/2015/10/151015a.html)
With the acquisition of the ABB power grids business, Hitachi will offer innovative energy solutions business globally by combining ABB's world-leading grids solutions and products with Hitachi's digital technology. Furthermore, by building an energy platform to realize more efficient use of electricity throughout society, Hitachi aims at expanding its Social Innovation Business not only in the Power and Energy area, but also in areas such as mobility (railways and electric vehicles etc.), life (smart-city and buildings etc.) and industry (manufacturing facilities and plants etc.), and at providing a wide range of customers with innovative energy solutions.
Toshiaki Higashihara, President & CEO of Hitachi, Ltd., said: "Today’s agreement between ABB and Hitachi is a significant turning point in the global power and energy markets at a time when digital technology is fundamentally changing our society and the pattern of energy demand and supply is diversifying. Hitachi will combine ABB's strengths in the power grids business with our digital technology to build an energy platform that contributes to innovating the energy business. This creates further innovation for business fields such as life and industry and helps us address society's issues and improve quality of life"
Ulrich Spiesshofer, CEO of ABB, said: "The combination of ABB’s power grids business with Hitachi positions power grids business for a successful long-term future as a globally leading infrastructure business. We crystallize the value we have built through the transformation of the last years and focus new ABB on digital industries. ABB’s power grids business will strengthen Hitachi as global leader in energy infrastructure and Hitachi will strengthen the position of ABB’s power grids business as a global leader. Our shareholders will directly benefit through the return of the proceeds of the divestment. Building on our existing partnership announced in 2014, the initial joint venture will provide continuity for customers and our global team"
Hitachi and ABB agreed to the enterprise value of the company operating power grids business separated from ABB as US$11 billion. The purchase price of 80.1% stake is expected to be approx. US$6.4 billion (approx. JPY704.0 billion) after deducting debt like item from the enterprise value. The final price will be determined after customary adjustments for net working capital and net debt based on the actual amounts at the closing date.
For the transaction, Hitachi has been assisted by UBS as sole lead financial advisor, and Goldman Sachs Japan Co., Ltd. as financial advisor.