Kirin Holdings Co. Ltd. · TSE:2503
Kirin — Merger or Acquisition (June 2024)
13 slides from Kirin's merger presentation, Jun 14, 2024
Slide 1: Transaction to make FANCL a wholly-owned subsidiary
Transaction to make FANCL a wholly-owned subsidiary Towards Achieving One of the Largest Health Science Companies in Asia-Pacific June 14, 2024
Slide 2: Executive Summary
Executive Summary Become one of the largest Health Science Companies in APAC by Our aim in the Health leveraging the strength of R&D, aim to build a unique business model Science Business with B-to-C business (a brand business) and development / deployment of functional materials. Becoming a Wholly
Slide 3: Outline of the Transaction
Outline of the Transaction Company to be acquired FANCL Corporation (Ticker Symbol Number: 4921) Acquisition method Takeover bid (TOB, including stock warrants) * If the TOB is successful and does not result in the acquisition of all shares, "the Demand for Share, etc. Cash-Out" or "the Share Consol
Slide 4: Aim of the Health Science Business
Aim of the Health Science Business Become one of the largest Health Science Companies in APAC by leveraging the strength of R&D, aim to build a unique business model with BtoC business (a brand business) and development / deployment of functional materials. Develop and produce high value-added mater
Slide 5: Background leading up to the TOB
Background leading up to the TOB In addition to changes in the external environment, the company has accumulated capabilities through the expansion of its LC-Plasma business and the completion of the Blackmores acquisition. In order to further develop and grow our Health Science Business, we believe
Slide 6: Becoming a Wholly Owned Subsidiary to Realize Added Value
Becoming a Wholly Owned Subsidiary to Realize Establish a profit base in Japan and accelerate each initiative to create added value in the overall Health Science Business 01 Acquire a solid BtoC ⚫ Build the Group's domestic profit base by leveraging FANCL's strong domestic business foundation DtoC c
Slide 7: Impact on KPI
Impact on KPI Steadily improve the corporate value of the Kirin Group by working on PMI after closing the transaction Normalized EPS ROIC Improve Normalized EPS by more Aim for 10% for the entire Group as we than 5 yen from the next fiscal work to improve ROIC in the Health year onwards Science BtoC
Slide 8: Towards the Future of the Health Science Business
Towards the Future of the Health Science Business Achieve to solve many more health issues by leveraging the strength in brand power, sales channels, R&D, etc. in the BtoC market in APAC, w hich is expected to grow. Become one of the largest Health Science Companies in APAC by creating economic and
Slide 9: Appendix
Appendix Joy brings us together
Slide 10: Process and timeline for making FANCL a wholly-owned subsidiary
Process and timeline for making FANCL a wholly-owned subsidiary Result Announcement (scheduled) If all shares are 1 acquired Become a wholly-owned June July July TOB Period subsidiary 17 29 30 FANCL to be delisted TOB will be completed with the acquisition of more than 2/3 of the total shares If all
Slide 11: FANCL Corporation Overview
FANCL Corporation Overview Business Sales Channels(Sales) Business (Sales) By Region (Sales) ⚫ BEAUTY segment Over Others Over seas seas - Cosmetics Business etc. Whole ⚫ HEALTH segment sale Online and Supple Cosme - Supplement business, etc. catalogue ments tics Stores Domestic 20% 50% 40% 50% Deve
Slide 12: Business Portfolio Approach and Significance of Health Science Initiatives
(Reprinted from 2023 Q4 slide) Short-, Mid-, and Long-Term Business Portfolio Approach and Significance of Health Science Initiatives Expand Health Science and improve its profitability as a third pillar in preparation for long-term risks in the existing businesses Aim for sustainable growth with an
Slide 13: This material is intended for informational purposes only and is not a solicitation or
This material is intended for informational purposes only and is not a solicitation or offer to buy or sell securities or related financial instruments.
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