JAPAN BES Notice: This document is a translation of the original Japanese document and is only for reference purposes. In the event of any discrepancy between this translated document and the original Japanese document, the latter shall prevail．
December 22, 2021 | |
To whom it may concern | |
Company name | Japan Best Rescue System Co., Ltd. |
Representative | Representative Director |
Mr. Nobuhiro Sakakibara | |
Stock code:2453 | |
1st Section of Tokyo Stock Exchange | |
1st Section of Nagoya Stock Exchange | |
Inquiry | Director & Executive Officer |
Mr. Mitsuhiro Wakatsuki |
Announcement on Capital and Business Alliance with ITOCHU Corporation
We hereby inform you that Japan Best Rescue System Co., Ltd. (hereinafter "JBR") has concluded a contract regarding capital and business alliance with ITOCHU Corporation (hereinafter "ITOCHU").
１．Reason for the alliance
Based on the company mission "We help people in need," JBR promotes the creation of the best framework and service with which people can be reassured by paying attention to the daily life, and pursues the realization of its vision to create the "Best Rescue System." As a mid-long term strategy to realize the vision, JBR is promoting the expansion of alliances with a focus on membership and insurance services to achieve growth in business and number of subscribers under the "partnership strategy."
ITOCHU is promoting business development in the consumer products field based on a market-in approach. In
addition to group companies with a wide range of customer contacts covering various industries such as, real estate- related companies, credit cards, convenience stores, and telecommunications companies, ITOCHU also has a strength in advanced customer support and data utilization business developed by Bellsystem24 Holdings, Inc.
JBR decided to conclude the capital and business alliance agreement based on the belief that the alliance with ITOCHU will accelerate the acquisition of contracts and business expansion in the membership and insurance business, which are the core business of JBR, as well as improve the quality and efficiency of customer support and promote the development of new services in data utilization.
２．Content of the alliance
(1) Content of business alliance
・Joint development of new services related to membership, insurance and warranty services by the companies' groups and sales of such services to the companies' groups and business partners
・Collaboration and sales of existing services and products of the companies' groups ・Joint development of new business utilizing data related to daily life troubles
・Support for optimizing the contact center operations of JBR group
・Utilization of mutual resources such as verification of the possibility of overseas business development and venture investment collaboration
Notice: This document is a translation of the original Japanese document and is only for reference purposes. In the event of any discrepancy between this translated document and the original Japanese document, the latter shall prevail．
(2) Content of capital alliance
ITOCHU enters into share purchase agreement on December 21, 2021 with Mr. Nobuhiro Sakakibara, representative director of JBR, and acquires JBR's common stock on December 28, 2021. The amount of investment and other terms and conditions will not be disclosed.
３．Summary of capital and business alliance partner
(1) | Corporate name | ITOCHU Corporation | |||||||
(2) | Location of head office | Umeda 3-1-3,Kita-ku, Osaka city | |||||||
(3) | Title of representative | Representative Director and President and Chief Operating Officer | |||||||
director and name | Mr. Keita Ishii | ||||||||
(4) | Business content | ITOCHU is involved in domestic trading, import/export, and overseas trading of | |||||||
various products such as textile, machinery, metals, minerals, energy, | |||||||||
chemicals, food, general products, realty, information and communications | |||||||||
technology, and finance, as well as business investment in Japan and overseas. | |||||||||
(5) | Capital | JPY 253,448 million | |||||||
(6) | Date of establishment | December 1, 1949 | |||||||
(7) | Net assets | JPY 928,762 million | |||||||
(8) | Total assets | JPY 3,158,247 million | |||||||
(9) | Major shareholders and their | The Master Trust Bank of Japan, Ltd. (trust account) | 9.44 | ||||||
voting rights ratio | |||||||||
BNYM AS AGT/CLTS NON TREATY JASDEC | 5.72 | ||||||||
（as of March 31, 2021） | |||||||||
（Standing proxy：MUFG Bank, Ltd.） | |||||||||
Custody Bank of Japan, Ltd. (trust account) | 5.49 | ||||||||
CP WORLDWIDE INVESTMENT COMPANY LIMITED | 4.27 | ||||||||
（Standing proxy：Mizuho Bank, Ltd. Settlement Sales Department） | |||||||||
Nippon Life Insurance Company | 2.29 | ||||||||
(10) | Relationship among | Capital ties | ITOCHU will acquire common stock | ||||||
companies involved in the | of JBR on December 28, 2021 | ||||||||
alliance | |||||||||
Human relationship | ITOCHU will dispatch 1 employee to | ||||||||
JBR as an executive officer | |||||||||
Business relationship | Not applicable | ||||||||
Situation applicable to parties involved | Not applicable | ||||||||
(11) | Business results and financial conditions over the last 3 fiscal years (JPY million) | ||||||||
Fiscal year | FY ended March 2019 | FY ended March 2020 | FY ended March 2021 | ||||||
Consolidated net asset | 2,936,908 | 2,995,951 | 3,316,281 | ||||||
Consolidated total asset | 10,098,703 | 10,919,598 | 11,178,432 | ||||||
Consolidated net asset per share (JPY) | 1,930.47 | 2,010.33 | 2,232.84 | ||||||
Consolidated sales | 11,600,485 | 10,982,968 | 10,362,628 | ||||||
Consolidated operating profit | 1,563,772 | 1,797,788 | 1,780,747 | ||||||
Consolidated ordinary profit | 695,383 | 701,430 | 512,475 | ||||||
Net profit attributable to owners of the parent | 545,689 | 559,209 | 440,883 | ||||||
Consolidated net profit per share (JPY) | 324.07 | 335.58 | 269.83 | ||||||
Notice: This document is a translation of the original Japanese document and is only for reference purposes. In the event of any discrepancy between this translated document and the original Japanese document, the latter shall prevail．
４．Schedule for the alliance
Date for resolution of concluding capital and business alliance（JBR） | December 20, 2021 | ||
Date for concluding capital and business alliance | December 21, | 2021 | |
Effective date of stock transfer | December 28, | 2021 | (Scheduled) |
５．Future outlook
With regard to the impact of this business alliance on the consolidated business performance of JBR, the contribution to business performance is expected to be made by expanding sales of membership and insurance products through the ITOCHU Group companies. However, this has not been calculated at this time. We will promptly disclose any matters that should be announced depending on the future situation.
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Disclaimer
Japan Best Rescue System Co. Ltd. published this content on 22 December 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 22 December 2021 01:12:01 UTC.
