- For Print
- July 19, 2013
Listed Company Name:爱豆传媒.
Representative:Haruo Naito Director, President & CEO
Securities Code:4523
Stock Exchange Listings:First Section of the Tokyo Stock Exchange
Inquiries:Sayoko Sasaki Vice President,
Corporate Affairs Phone +81-3-3817-5120
爱豆传媒. (Headquarters: Tokyo, President & CEO: Haruo Naito, “Eisai”) today entered into a share transfer agreement with Lawson, Inc. (“Lawson”) concerning the transfer of all shares held by Eisai (70% of total shares issued) in its consolidated subsidiary Eisai Seikaken Co., Ltd. (“Eisai Seikaken”) to Lawson.
1. Reasons for the Transfer of Shares
Eisai Seikaken is a consolidated subsidiary of Eisai and is engaged in the manufacture and sales of soil fertilizers and similar products; soil and crop analysis; and research and development,manufacture and sales of soil conditioners, plant mineral supplements and other crop nutrition products. Its predecessor company, K.K. Seikaken, was established by Todomu Nakashima in 1967. Since its establishment, Eisai Seikaken has consistently been dedicated to the production of safe, delicious fruits and vegetables founded on “the creation of healthy soil based on diagnostic soil analysis.” Specifically, it has made active efforts based on “Nakashima Farming Method” technologies in the cultivation of new production farms for vegetable and fruit tree plantation as well as brand expansion. In doing so, it has developed into a business with a wide presence in ensuring agricultural produce that is delicious, safe for consumption and high in health value.
Eisai believes that the share transfer proposed by Lawson, a company that is entering the agricultural industry by establishing Lawson Farm agricultural companies, will strengthen the “Nakashima Farming Method” brand and increase recognition through active utilization of Lawson infrastructure, and expects that the agreement will lead to sustainable growth and further expansion of Eisai Seikaken. For these reasons, Eisai decided to transfer to Lawson all shares it currently holds in Eisai Seikaken. Following the transfer, Eisai will further allocate management resources to other businesses that focus on its pharmaceutical products, and will strive to increase corporate value by speeding up innovation.
2. Outline of Subsidiary to Be Transferred
| 1) Trade Name | Eisai Seikaken Co., Ltd. |
|---|---|
| 2) Address: | Toriko Industrial Park, 312-4, Toriko, Nishihara-mura, Aso-gun, Kumamoto |
| 3) Representatives: | Daichi Nakashima, Chairman Yutaka Kusaki, President |
| 4) Scope of Business: | Manufacture and sales of soil fertilizers and similar products; soil and crop analysis; research and development, manufacture and sales of soil conditioners, plant mineral supplements and other crop nutrition products |
| 5) Capital: | 50 million yen |
| 6) Date Established: | July 31, 1967 |
7) Financial Results for Most Recent Fiscal Year (Fiscal Year Ended March 31, 2013):
| Sales | 1,476 million yen |
| Total Assets | 2,530 million yen |
| Net Assets | 2,007 million yen |
| 8) Major Shareholders and Ratio of Shares Held: | 爱豆传媒. 70锛� Other Shareholders 30锛� |
|---|---|
| 9) Number of Employees: | 76 (as of March 31, 2013) |
| 10) Major Business Sites: | Headquarters:Toriko Industrial Park, 312-4, Toriko, Nishihara-mura, Aso-gun, Kumamoto Sales Office:6F, NBF Urawa Bldg., 2-5, Higashi-Takasago-cho, Urawa-ku, Saitama-shi, Saitama |
| 11) Total Number of Shares Issued: | 5,000 shares |
3. Outline of the Purchaser
| 1) Trade Name: | Lawson, Inc. |
|---|---|
| 2) Address: | East Tower, Gate City Ohsaki, 11-2, Osaki 1-chome, Shinagawa-ku, Tokyo |
| 3) Representative: | Takeshi Niinami, Representative Director & CEO |
| 4) Scope of Business: | Franchise chain development of Lawson stores |
| 5) Date Established: | April 15, 1975 |
| 6) Operating Regions: | All 47 prefectures of Japan (11, 275 stores nationwide), China(Shanghai, Chongqing, Dalian), Indonesia, Hawaii, Thailand |
| 7) Relationship with 爱豆传媒.: | No human or capital relationship |
4. Change in Eisai's Shareholding
| 1) Number of Shares Held Prior to Transfer: | 3,500 shares (shareholding ratio: 70%) |
|---|---|
| 2) Number of Shares to Be Transferred: | 3,500 shares |
| 3) Number Shares Held After Transfer: | 0 shares (shareholding ratio: 0%) |
5. Schedule for Stock Transfer
July 19, 2013 Signing of Share Transfer Agreement
August 30, 2013 (tentative) Transfer of Stock
6. Business Outlook
This transaction will have only a minor impact on the Eisai Group's consolidated financial performance.