2005 年 12 16, and institutions to reach a consensus - Kao Kanebo Cosmetics shares obtained by the three funds in the Trinity Investment Co., Ltd. ( Chairman: V. TROPICAL Ritsuko; hereinafter referred to as Trinity) made Kanebo shares and share purchase agreement was signed.
Through this acquisition, Kao Kanebo Cosmetics as a subsidiary, is hereby notified. Meanwhile, Kao has already reached a consensus with the three funds, Kanebo Cosmetics and Kanebo will be the relationship between the adjustment. Together with its summary below.
● reason for the acquisition of
Kao hope that through the acquisition of Kanebo Cosmetics, the Kao's cosmetics business with the integration into the world's top cosmetics group.
To achieve this goal, Kao Kanebo and Kao will make full use of the brand and sales Su Feina strength to seek a variety of useful cooperation. Combination of business entities to actively develop better products to the Japanese and the world more consumers trust and support.
● reservation and acquisition-related matters
(1) the external Kanebo Cosmetics the scheduled delivery of the stock of debt
Day (January 31, 2006), Kao Kanebo Cosmetics plans to clean up its loan in the form of debt (about 146.1 billion yen, As the end of November 2005).
(2) Kanebo Cosmetics
in obtaining intellectual property stake in Kanebo Cosmetics, plan to 148 billion yen Kao Kanebo has made all the concessions, trademarks, utility model rights,mac makeup, design patent. Kanebo Cosmetics to obtain the intellectual property is to be classified within the group of intellectual property Kao unified management system. Kao will use the above (1) referred to the loans and cash to pay for the cost of purchase of these intellectual property rights.
(3) Kanebo Kanebo's brand
held Kao brand will be transferred to become a member of the Group management of Kanebo Cosmetics, Kanebo Cosmetics will Kanebo period of time permits the use of the brand.
● Kao Kanebo cosmetics business policy and management system
to the field of cosmetics There are further development, Kao will work to make the two companies to maximize their respective strengths into play. Kao will accelerate in Asia, North America, Europe and other parts of the development of overseas business, a truly world-class manufacturer of cosmetics.
a wholly-owned subsidiary of the Kao Kanebo Cosmetics will continue to layer as the center is now operating under the management of the organization as an independent operation, advantages continue improvement In the meantime, the necessary collaboration with Kao to play between the guide and support the largest effect.
Kanebo Cosmetics staff will maintain the status quo continue to be employed, Kao will also consider raising the level of employee benefits. In addition, employee pride as on Kanebo Cosmetics, Kao Kao will work to make them as a member of the Group to further the work of self-esteem and pride.
Kao will send the necessary number of directors to Kanebo Cosmetics and is scheduled for delivery in the stock before the date of the personnel decisions on specific arrangements.
● a summary of Kanebo Cosmetics Co., Ltd.
(1) Name: Kanebo Cosmetics Co., Ltd. (Kanebo Cosmetics Inc.)
(2) Legal representative: Director COO knowledge Kenji
( 3) Location: Tokyo, five-chome, Toranomon 11 Fan 2
(4) Establishment: May 2004 (Kanebo cosmetics business Established in 1936)
2004 in under the auspices of the Industrial Revitalization Corporation, Kanebo Boutique Ltd. from Kanebo the company received the cosmetic business,
begin operations as Kanebo Cosmetics.
(5) Business: Manufacture and sale of cosmetics (skin care, color cosmetics, hair care products), medicinal cosmetics
; goods and other products
Main brands: Kanebo (BLANCHIR, DEW, suisai, REVUE, T'ESTIMO, TWANY, YUSUI, LUNASOL,
Freshel, EVITA, KATE, Media, SALA, ALLIE), RMK, SUQQU, LISSAGE, other
(6) financial settlement period: December
; (7) Number of employees: 10,501 (June 2005, including the consolidation at the target company)
(8) major business points and sub- Company:
domestic business point: Odawara Factory (Odawara City, Kanagawa Prefecture)
domestic sales companies: Kanebo Cosmetics Sales (strain)
; domestic business companies: E'quipe, Ltd., Lissage Ltd., Kanebo Cosmillion, Ltd. and other
Overseas business companies: Kanebo Cosmetics (Europe) Ltd.,
; ; Kanebo Cosmetics Deutschland GmbH,
; ; Kanebo Cosmetics France SARL,
; Kanebo Cosmetics Italy SPA,
; ; Kanebo Cosmetics USA Inc.,
Shanghai Kanebo Cosmetics Co. Ltd.,
; ; Kanebo (Shanghai) Sales Co. Ltd.,
Taiwan Kanebo Cosmetics, Co., Ltd.,
; ; Kanebo Cosmetics (Thailand) Co., Ltd.
and other
addition, Kanebo Cosmetics through the above-mentioned subsidiaries, affiliates and agents in about 50 countries sales.
(9) Capital: ¥ 125,450,000,000
(10) Total assets: ¥ 220,560,000,000 (June 2005, including the consolidation at the target company)
● Summary of stock Seller
; (1) The Industrial Revitalization Corporation of Japan
a) Company Name: Japan's Industrial Revitalization Corporation of
b) Legal representative: CEO Qi Rattan
c) Headquarters: Chiyoda-ku, Tokyo Marunouchi three Fan 1-chome 3
(2) Kanebo Ltd.
; a) Company name: Kanebo Ltd.
b) Legal representative: Chairman of the Executive Director and Chief justice
Island Chapter ; c) Headquarters: Sumida-ku, Tokyo Five-chome, Sumida 17 Fan 4
(refer to :)
Summary
Kao Corporation ; Company: Kao Corporation (Kao Corporation)
headquarters: Tokyo Chuo-ku Nihonbashi Kayaba-cho 14, a fan 10
chome Establishment: May 1940 (start June 1887)
legal Representative: Chairman and CEO Ozaki element regulation
up capital: 85,420,000,000 (2005 9 end)
Number of employees: 19,501 Name (9 at the end of 2005, combined)
Kao Corporation Cosmetics Business Overview Business started: 1982
Business: The types of cosmetics (skin care, makeup), cosmetics, pharmaceutical sales, manufacturing and marketing of
Amount: 783 billion yen (March 2005 fiscal year consolidated financial performance)
profit on sales: 77 billion yen (March 2005 fiscal year consolidated financial performance)
; employees: 3206 (September 2005, the merger)
and cosmetics business the principal subsidiaries and affiliates
; domestic sales companies: Kao Cosmetics Sales (strain)
Overseas subsidiaries: Molton Brown Limited other
; In addition, China Taiwan, Hong Kong, mainland China's cosmetics sales conducted on behalf of the Kao Corporation.
main brands: Sofina (Very Very, Rise, Vital Rich, GraceSofina ,
Deep Science, Wrinkle Seraty,mac makeup wholesale, Pore Zone Care Essence,
Fine-Fit,vibram 5 fingers, Raycious, Alblanc), Aube, Est, Oriena, Molton Brown
; on the right to interpret the above, all of Japan's Kao Corporation,mac brushes, Kao (China) on the acquisition does not make any comments and instructions, please understand.
