Basic Agreement on the acquisition of shares in the

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					News Release
                                                                                                    Feb 27, 2006
                                                                            Nikko Principal Investments Japan Ltd.




Basic Agreement on the acquisition of shares in the newly established holding company for the
 independent management of the retail business group of Sony Corporation through MEBO



Nikko Principal Investments Japan Ltd. (100% subsidiary of Nikko Cordial Corporation; “NPI”) and Sony
Corporation (“Sony”) have reached a basic agreement on NPI’s acquisition of a 51% stake in the holding company
that will be newly established through an independent management attempt by the management-employees of
Sony’s retail business group.


The companies to be retained by the holding company are Sony Plaza Co., Ltd., Sony Family Club, Inc., B&C
Laboratories Inc. (including CP Cosmetics Inc.), Maxim’s de Paris Corporation and LifeNeo Inc. Businesses
pursued by the companies range from import and sales of variety goods, mail-order, cosmetics to restaurant. Each
company has established a unique brand image and a strong customer base and offers unique products and services.


NPI believes the diversifying customer needs under the ever-changing retail business environment continues to
present great business opportunities. NPI has agreed to support the independent management of these companies en
masse, under the basic policy of reinforcing the strength and uniqueness that each company has nurtured over the
years, while developing a unique corporate group that can contribute to people’s livelihood.


In order to reinforce market competitiveness, while maintaining the individuality of each company, we will not
only adopt a joint strategy that will be shared among the companies, but also seek to form an alliance with a
strategic partner at an early stage. While aiming for the listing of its shares, the holding company will strive to
achieve further growth as an independent business group.


This project is a MEBO (management employee buyout) under which a specified portion of the holding company
shares will be transferred to the management and employees of both the holding company and the retail business
group. The holding company will continue to maintain tangible and intangible relations with Sony.


NPI aims to acquire the said shares during the first quarter of FY2006. NPI, together with the management and
employees of the retail business group and the holding company, will make efforts to improve the group’s business
performance and enhance corporate value.
Company Profiles




Sony Plaza Co., Ltd.


Location:                Minato-ku, Tokyo
Representative:          Representative Director and President: Kimio Uchida
Established:             November 2, 1996
Capital:                 1.2 billion yen
Business profile:        Retail of imported lifestyle goods; partnerships; Miniplaza; licensing business;
                         original goods
Retail outlets:          Sony Plaza (64); Miniplaza (2 directly managed, 19 partnerships)    Serendipity (1);
                         From Heart (1 directly managed, 1 partnership) 19 partnerships.




Sony Family Club, Inc.


Location:                Minato-ku, Tokyo
Representative:          Representative Director and President: Ikuo Endo
Established:             March 1971
Capital:                 480 million yen
Business profile:        Retailing and mail order of clothes, sports and leisure wear, electronics products,
                         family products, ornaments, books, optical equipment, watches, shoes, bags etc.
Retail outlets:          5 stores




B&C Laboratories Inc.


Location:                Minato-ku, Tokyo
Representative:          Representative Director and President: Shigeyuki Nakajima
Established:             February 1996
Capital:                 480 million yen
Business profile:        Development, production and sale of cosmetics, medical appliances.       Production
                         and sale of cosmetic apparatus, hairdressing apparatus, scientific equipment, and
                         musical instruments
Retail outlets:          Pharmaceutical/drug distribution outlets: 6000; Variety distribution outlets: 100;
                         VECUA stores: 16
CP Cosmetics Inc.


Location:                  Minato-ku, Tokyo
Representative:            Representative Director and President: Shigeyuki Nakajima
Established:               January 2006
Capital:                   100 million yen
Business profile:          Development, production and sale of cosmetics, medical appliances.        Production
                           and sale of cosmetic accessories, hairdressing accessories, scientific equipment, and
                           musical instruments
Retail outlets:            1220 salons




Maxim’s de Paris Corporation


Location:                  Chuo-ku, Tokyo
Representative:            Representative Director and President: Hideo Kojima
Established:               November 1996
Capital:                   100 million yen
Business profile:          Management of French restaurants and cafes, manufacture and sales of Western
                           confectionery
Retail outlets:            18




Lifeneo Inc.


Location:                  Minato-ku, Tokyo
Representative:            Representative Director and President : Shigeru Sumitomo
Established:               April 2005
Capital:                   240 million yen
Business profile:          Planning and management of health promotion facilities at Spa, fitness centers;
                           development and sale of related products




 Nikko Principal Investments Japan Ltd.


Location:                  Chiyoda-ku, Tokyo
Representative:            President and CEO : Kazuyuki Kido
Established:               March 2000
Capital:                   2,500 million yen
Business profile:          Merchant banking business, including private equity investment
Management Employee Buyout (MEBO)
In a management employee buyout, the management and employees of a business unit or subsidiary
acquire the shares of the business and its management rights in order to continue that business as an
independent entity. An outside financial sponsor commonly serves as the MEBO partner and
provides financing for the acquisition, as do the management and employees of the business
unit. After the MEBO, the financial sponsor collaborates in the business development of the new
company.