Kansai Paint Co., Ltd. Notice Regarding the Acquisition of Shares of a Powder Coating Business Company in Europe (Making it a Consolidated Subsidiary)

Kansai Paint Co., Ltd.
Notice Regarding Acquisition of Shares of Powder Coating Business Company in Europe (Making it a Consolidated Subsidiary)

Kansai Helios Coatings GmbH (hereafter Helios), a European
consolidated subsidiary of the Company, is headquartered in Düren, Federal Republic of Germany. We would like to inform you that we have decided to acquire all shares of CWS Group and make it a subsidiary. Reason for stock acquisition
As a key policy of the 17th medium-term management plan, the Group has set “active investment in growth fields” and aims to strengthen its business portfolio with the aim of “shifting to B to B business”. In addition, the field of powder coatings is expected to grow
significantly in various parts of the world in the future from the perspective of improving the environment and quality of life (QOL). Our European consolidated subsidiary Helios will acquire shares in the CWS Group, which operates powder coating and synthetic resin businesses in Europe and the United States. We aim to strengthen the powder coating business.
Founded in Germany in 1864, the CWS Group is a long-established paint manufacturer with over 150 years of business experience, and has established a solid position in the manufacture and sale of industrial powder paints and paint resins for Germany and other European countries. I have. By welcoming 13 CWS Group companies into the Kansai Paint Group, we will increase business synergies with our European consolidated subsidiary Helios, increase sales share through cross-selling, improve productivity, and enhance our portfolio to strengthen competition as the Kansai Paint Group. We will further increase our power.
In order to achieve our 17th medium-term management plan, we will continue to expand our powder coating business in other regions of the world and aim for a “shift to B to B business.”
Overview of subsidiary to acquire shares
(1) Company name: Kansai Helios Coatings GmbH
(2) Address: Ignaz-Kock-Strasse 15 1210 Vienna, Austria
(3) Representative: Junichi Kajima
(4) Business description: Holding company for paint manufacturing and sales companies
(5) Capital: 7,500 thousand euros (1,102 million yen)
(6) Date of establishment: January 19, 2005
(7) Major shareholders and shareholding ratio: Kansai Paint Co., Ltd. 80% * In the case of 1 euro = 147 yen (we have adopted the internal rate of November 2022).
Overview of the subsidiary to be transferred (CWS Group)
(1) Company name: CWS Lackfabrik GmbH
(2) Address: Katharinenstasse 61, 52353 Düren-Merken, Germany (3) Representatives: Mr. Hans-Helmuth Schmidt, Mr. Achim Kenn (4) Business: Manufacture and sale of powder coatings and resins for coatings (5) Capital: 5,000 thousand euros (735 million yen) (end of December 2021) (6) Date of establishment: August 7, 2017 (founded on October 1, 1864) (7) Major shareholders and shareholding ratio: CWS-Lackfabrik Conrad W. Schmidt GmbH & Co. KG 100%
(8) Relationship with the concerned company: capital relationship Not applicable Personal relationship Not applicable
Business relationship Not applicable
(9) Consolidated operating results and financial condition of the company in the last three years
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* In the case of 1 euro = 147 yen (our internal rate for November 2022 is used.) Overview of the counterparty of the share acquisition
(1) Company name: CWS-Lackfabrik Conrad W. Schmidt GmbH & Co. KG (2) Location: Katharinenstrasse 61, 52353 Düren-Merken, Germany (3) Representative: Mr. Hans-Helmuth Schmidt
(4) Relationship with the company: Capital relationship: Not applicable Personal relationship: Not applicable
Business relationship: Not applicable
Applicability to related parties: Not applicable
Number of shares acquired, acquisition price, and status of shares owned before and after acquisition
(1) Number of shares owned before change: 0 shares (Number of voting rights: 0) (Voting rights ownership ratio: 0.0%)
(2) Number of shares to be acquired: 2 shares (acquiring company Kansai Helios Coatings GmbH) (Number of voting rights: 2)
(3) Acquisition price: The acquisition price is not disclosed due to confidentiality obligations under the share transfer agreement with the other party.
Let me do it. In addition, we will conduct appropriate due diligence by a third-party organization,
Adequate procedures are in place to verify the validity of our prices. (4) Number of shares held after transfer: 2 shares (acquired company Kansai Helios Coatings GmbH)
(Number of voting rights: 2) (Percentage of voting rights: 100.0%) schedule
(1) Contract conclusion date: November 28, 2022
(2) Share transfer execution date: February 28, 2023 (planned) Impact on performance
The impact of this matter on our consolidated earnings forecast for the fiscal year ending March 31, 2023 will be announced as soon as the details are confirmed.
Details about this release:
https://prtimes.jp/main/html/rd/p/000000055.000022308.html

MAIL:cr@prtimes.co.jp

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