Asahi Chemical Industry Co., Ltd. (Asahi Chemical;
Head Office, Tokyo; President, Kazumoto Yamamoto) and Japan
Tobacco Inc. (JT; Head Office, Tokyo; President, Masaru Mizuno)
today concluded a basic agreement for transfer of the operating
assets of the food products business of Asahi Chemical to
JT. The essentials of the accord are as follows.
Scope of transfer
The transfer will comprise all of the tangible
assets, business rights, and other assets of the food products
business of Asahi Chemical, including its frozen food, flavoring
and flavor enhancer, bakery product, breadmaking material,
and other operations, and the shares of Asahi Chemical in
eight related subsidiaries.
Scheduled date of transfer
The transfer is scheduled to be effected
on July 1, 1999, following completion of related discussion
and agreement between Asahi Chemical and JT concerning
the procedure and other particulars of the transfer.
Personnel
The personnel of Asahi Chemical engaged
in its food products business will be accepted as employees
of the JT group, with the same level of employment terms
and conditions at the JT group as those currently applicable
to these personnel as Asahi Chemical employees.
Reference materials enclosed
Reference-1: Brief corporate profile
of Asahi Chemical Industry Co., Ltd.
Head Office:
1-2 Yurakocho 1-chome, Chiyoda-ku
Tokyo 100-8440, Japan
President:
Kazumoto Yamamoto
Paid-in capital:
103.3 billion yen
Sales:
1,069.7 billion yen(year ended
March 31, 1998)
Employees:
14,586 (as of March 31, 1998)
Main business sector:
Manufacture and sale of chemical
products, plastic resins, housing, construction materials,
fibers and textiles, pharmaceuticals and health care
products, food products, alcoholic beverages, electronics
materials and products, functional membranes and membrane
systems, other products and services.
Reference-2: Brief corporate profile
of Japan Tobacco Inc.
Head Office:
2-2-1 Toranomon, Minato-ku
Tokyo 105-8422, Japan
Phone +81-(0)3-3582-3111
President:
Masaru Mizuno
Paid-in capital:
100.0 billion yen
Sales:
2,621.6 billion yen (year
ended March 31, 1998)
Employees:
Approximately 20,800 (as of
March 31, 1998)
Main business sectors:
Major operations in tobacco
products and related sectors; growing diversification
and expansion in pharmaceuticals, food products, agricultural
products, real estate, engineering services, and other
sectors.
Reference-3: News Release by Asahi
Chemical
Asahi Chemical Industry Co., Ltd.
January 27, 1999
Agreement Reached for Transfer
of Food Products Business to JT
Asahi Chemical Industry Co., Ltd. (Asahi
Chemical; Head Office, Tokyo; President, Kazumoto Yamamoto)
agreed today to the transfer of its food products business
to Japan Tobacco Inc. (JT; Head Office, Tokyo; President,
Masaru Mizuno).
The transfer will consist of all of
the tangible assets, business rights, and other assets
of the food products business of Asahi Chemical, including
its frozen food, flavoring and flavor enhancer, bakery
product, breadmaking material, and other operations,
and eight related subsidiaries, including Asahi Foods,
Sunburg, Thai Foods International, and Hans Continental
Smallgoods.
The foods product business of Asahi
Chemical began in 1935, with flavor enhancer development
and production. Today, it has expanded into a broad
ranging business with consolidated base annual sales
of 48 billion yen in sectors ranging from frozen food
products, to bakery products and breadmaking materials
acquired through merger with Toyo Jozo, to meat processing
operations in Australia.
The transfer of the food products business
is in accord with strategic corporate direction and
growth in the 21st century, for Asahi Chemical and for
JT.
For Asahi Chemical, it is in accord
with the corporate and business restructuring now in
progress. The restructuring is directed toward the development
of a new strategic business portfolio, characterized
by a major axis of operations and products in a position
of competitive superiority. Selectivity and concentration
are essential to its attainment.
JT is now engaged in a concerted drive
for the development of operations in the food and food
products sector, and the growth of its food business
as a key element of the strategic corporate diversification
of JT. We are confident in the advancement of the food
products business following its transfer to JT, and
in the establishment of this transfer as the best possible
course for the business itself and for its employees.
Reference-4: News Release by JT
Japan Tobacco Inc.
2-2-1 Toranomon, Minato-ku
Tokyo 105-8422, Japan
Phone +81-(0)3-3582-3111
January 27, 1999
Agreement for Transfer of Food
Products Business from Asahi Chemical
Japan Tobacco Inc. (JT; Head Office, Tokyo;
President, Masaru Mizuno) concluded a basic agreement
today with Asahi Chemical Industry Co., Ltd. (Asahi Chemical;
Head Office, Tokyo; President, Kazumoto Yamamoto), for
transfer of the Asahi Chemical food products business
to JT on July 1 of this year.
The transfer will consist of all of
the tangible assets, business rights, and other assets
of the food products business of Asahi Chemical, including
its frozen food, flavoring and flavor enhancer, bakery
product, breadmaking material, and other operations,
and its shareholdings in eight related subsidiaries,
including Asahi Foods, Sunburg, Thai Foods International,
and Hans Continental Smallgoods.
JT is engaged in a strategic effort
directed toward corporate transformation and development
into a diversified, global, high growth enterprise with
core operations in the tobacco products sector and with
major operations in the pharmaceuticals sector and in
the food and food products sector constituting the second
and third strategic corporate elements. It is an effort
for the achievement of enhanced corporate value with
highly selective, effective investment and development
in strategic businesses. In its Food Business Division,
this investment has already led to the successful establishment,
development, and growth of operations in beverages and
in processed foods.
The full strategic entry into the processed
foods sector began in February 1998 with the establishment
of the JT alliance with the Pillsbury Company of the
United States, and is proceeding with expansion and
growth of Green Giant and other leading brands.
The transfer of the food products business
from Asahi Chemical will substantially increase the
potential for growth of the JT food business. It establishes
a strategic new base within JT for domestic development
and production of food products, and adds the strongly
based marketing network and systems developed for institutional
and other food products by Asahi Chemical. The transfer
and merger of this food products business with the current
operations of JT in food and food products, and the
addition of its marketing strengths to the inherent
consumer market strength of JT gained through its longstanding
operations in tobacco products and in beverages, represents
the establishment of a highly complementary, synergistic
combination of product, operational, and marketing strengths,
and opens the way for further advancement and growth
in the years ahead.
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