This document has been prepared in accordance with accounting principles and practices generally accepted in Japan, and translated for reference only from the original Japanese version. The Company gives no warranty with respect to its correctness.
The original disclosure in Japanese was released on October 4, 2023 at 15:00 (GMT+9)
Takara Holdings Inc.
Notice Regarding Completion of Acquisition of Membership Interest in Japanese Food Wholesalers
to Strengthen Overseas Japanese Food Wholesaler Network in the United States
Takara Holdings Inc. (the “Company”) hereby announces that Takara Shuzo International Co., Ltd. (“Takara Shuzo International”), a subsidiary of the Company, resolved at the Board of Directors meeting held on September 20, 2023, for Mutual Trading Co., Inc. (“Mutual Trading”), a company engaged in Japanese food wholesale business in the United States, to acquire all membership interest in Minamoto Wholesale Limited, LLC (“Minamoto Wholesale”), and the acquisition of membership interest has been completed on September 30.
1. Reason for Acquiring Interests
The Takara Group is moving forward with initiatives to achieve its six-year long-term management vision, TaKaRa Group Challenge for the 100th (TGC100), which ends in the fiscal year ending March 31, 2026 and upholds the Takara Group’s vision “Smiles in Life ~ Smiles are Life’s Treasures ~.” As a conclusion to TGC100, we established the TaKaRa Group Medium-Term Management Plan for 2025 with a management policy to increase enterprise value over a three-year period by accelerating investments in growth and high-priority fields*. Based on the plan, the Takara Shuzo International Group has striven to expand Japanese food wholesale sites in North America and Europe.
Mutual Trading has acquired all membership interests in Minamoto Wholesale, a Japanese food wholesaler located in Austin, Texas, the United States, from Kamakura Holdings Inc., a holding company. This acquisition has increased its Japanese food wholesale sites in the United States from 12 to 13 in 11 states.
In the United States, Texas has the second largest population after California. The area actively invites business firms and is expected to retain high economic growth in the future. Texas is also ranked 4th in the United States in terms of the number of Japanese restaurants and has the highest growth rate among the top five states for the number of Japanese restaurants. For Mutual Trading, net sales from Texas grow at a higher rate than an increase in the Japanese restaurant count.
Under these situations, Mutual Trading has faced issues of sales and distribution efficiency since its office is located near Dallas in the northern area of Texas, with a long distance from the southern areas. This interest acquisition enables the company to strengthen its sales and improve distribution efficiency in the southern areas including Austin and San Antonio.
Additionally, there is a plan to open new sales and distribution sites in Houston, Texas. This plan is designed to penetrate the southeast area and further strengthen sales in a southern metropolitan area and its suburbs in Texas.
Global interest in Japanese foods is rising on the back of expansion in the global market for Japanese foods mainly as a result of the growing number of health enthusiasts in recent years. The Takara Group will further strengthen sales of Japanese alcoholic beverages and build a wholesale network for Japanese foods to actively expand business, as it strives to enhance its corporate value and spread washu and Japanese food culture.
*growth and high-priority fields
Takara Shuzo：Enhance the safety and security of production systems; develop and nurture "hit" products; focused brand development
Takara Shuzo Int’l Group：Expand food wholesale sites in North America and Europe; expand Washu (A general term for Japanese traditional alcoholic beverages under the Liquor Tax Act such as refined sake, shochu, and mirin, including innovative Japanese alcoholic beverages that incorporate Japanese elements)
Takara Bio Group：Expand the reagents and equipment business; expand the CDMO (contract development and manufacturing organization) business; maximize the value of drug discovery platform technologies
2. Overview of Minamoto Wholesale
| (1) | Name | Minamoto Wholesale Limited, LLC | |||||||||
| (2) | Location | Austin, Texas, the United States | |||||||||
| (3) | Representative | Chong Choe President | |||||||||
| (4) | Business | Wholesale of Japanese foods | |||||||||
| (5) | Capital | One Thousand U.S. dollars | |||||||||
| (6) | Established | March 26, 2008 | |||||||||
| (7) |
Membership interest holders and percentage of interest held |
Kamakura Holdings Inc. 100% | |||||||||
| (8) |
Relationships between the listed company and the said company |
（Capital relationship） There is no applicable relationship. （Personnel relationship） There is no applicable relationship. （Transaction relationship） There is a transaction relationship between Minamoto Wholesale and Mutual Trading consisting of the purchase and sale of products. |
|||||||||
| (9) | Number of employees | 34 employees as of August 2023 | |||||||||
| (10) | Fiscal year-end | December 31 | |||||||||
| (11) | Operating performance and financial position over the past two years |
Units: Thousand
|
|||||||||
3. Overview of counterparty to the acquisition of membership interest
|
(1) |
Name |
Kamakura Holdings Inc. |
|
(2) |
Location |
Austin, Texas, the United States |
|
(3) |
Representative |
Chong Choe President |
|
(4) |
Business |
Holding company |
|
(5) |
Capital |
10 U.S. dollars |
|
(6) |
Established |
September 20, 2003 |
|
(7) |
Relationship between the Company and the said company |
(Capital relationship) There is no applicable relationship. There is no applicable relationship. There is no applicable relationship. There is no applicable relationship. |
4. Overview of Mutual Trading
|
(1) |
Name |
Mutual Trading Co., Inc. |
|
(2) |
Location |
Los Angeles, California, the United States |
|
(3) |
Representative |
Masatoshi Ohata, President and CEO |
|
(4) |
Business |
Import and wholesale of alcoholic beverages, food products, and seasonings |
|
(5) |
Capital |
2,616 Thousand U.S. dollars |
|
(6) |
Established |
April 19, 1926 |
|
(7) |
Principal shareholders and percentage of shares held |
Takara Shuzo International 70.7% as of Novomber 2022 |
5. Membership interest to be acquired and ratio of membership interest held before and after the acquisition
|
(1) |
Ratio of membership interest owned before transfer |
0% |
|
(2) |
Membership interest to be acquired |
100.0% |
|
(3) |
Acquisition costs | Not disclosed based on a duty of confidentiality with the counterparty to the membership interest acquisition |
|
(4) |
Ratio of membership interest owned after transfer |
100.0% |
6. Impact on Earnings
The impact on the consolidated business results for the fiscal year ending March 31, 2024 is expected to be immaterial.
