March 29, 2018
JXTG Nippon Oil & Energy Corporation (“JXTG Energy”) (President: Tsutomu Sugimori) has decided to sell all of its shareholding in JXTG group companies, Irvine Scientific Sales Company, Inc. (“Irvine Scientific”) and IS Japan Co., Ltd. (“IS Japan”) (collectively “Irvine Scientific Group”) to FUJIFILM Corporation (“Fujifilm”) (President: Kenji Sukeno) for approximately US$800mm.
1. Objectives of business sale
JXTG Energy acquired Irvine Scientific in 1987, anticipating capturing expansion of the cell culture material market accompanied by the future growth in the biopharmaceutical industry, and established IS Japan in 1989 as a distributor of Irvine Scientific products in Japan. Currently, both companies have certain presence within the industry and have expanded to contribute stable profit to JXTG Energy.
As described in the JXTG Group mid-term Management plan, JXTG Energy is engaging in “strengthening competitiveness of the core business, the petroleum refining & marketing and petrochemical products business” and “developing and expanding businesses that will be mainstays of the future” and reviewing its business portfolio to enhance profitability and competitiveness. As such, while the cell culture material business is expected to continue to grow, it is not synergistic for JXTG Energy’s business and difficult to invest continuously.
Hence, JXTG Energy has concluded that it would be best to sell to Fujifilm that is synergistic and highly values Irvine Scientific Group.
2. Overview of Irvine Scientific Group companies
(1) Irvine Scientific
| Company name | Irvine Scientific Sales Company, Inc. |
|---|---|
| Representative | Koki Tsukuda |
| Establishment | 1970 |
| Capital structure | JX Holdings (U.S.A) Inc.* 100%
* fully owned subsidiary of JXTG HD |
| Headquarters | 1830 E. Warner Avenue, Santa Ana, CA, USA |
| Key subsidiaries | BioCare Europe S.r.l., Irvine Scientific Consulting (Shanghai) Co.,Ltd. |
| Business description | R&D, manufacturing, sales and support of the cell culture material and IVF reagents, etc. mainly in Europe and the US |
(2) IS Japan
| Company name | IS Japan Co., Ltd. |
|---|---|
| Representative | Yuichi Nagano |
| Establishment | 1989 |
| Capital structure | JXTG Energy 100% |
| Headquarters | 3-17-35, Niizo-Minami, Toda City, Saitama |
| Business description | Manufacturing, sales and support of the cell culture material and IVF reagents, etc. mainly in Japan and Korea |
3. Overview of Fujifilm
| Company name | FUJIFILM Corporation |
|---|---|
| Establishment | 2006
*FUJIFILM Corporation was newly established and took over businesses of Fuji Photo Film Co. Ltd. |
| Capital | JPY40bn |
| Headquarters | 【Tokyo Midtown Head Office】 7-3, Akasaka 9-chome, Minato-ku, Tokyo 【Nishiazabu Head Office】 26-30, Nishiazabu 2-chome, Minato-ku, Tokyo |
| Business description | Development, production, sales, and service of: Imaging Solutions (color films, digital cameras, optical devices, color paper, services and equipment for photofinishing, instant photo systems, etc.) and Information Solutions (equipment and materials for medical system, life sciences products, pharmaceuticals, equipment and materials for graphic arts, flat panel display materials, recording media and electronic materials, etc.) |
Through the portfolio optimization with the sale of the cell culture material business, JXTG Energy aims to focus its management resources on the core petroleum refining & marketing and petrochemical products business as well as other businesses that will be mainstays of the future, and to enhance profitability and competitiveness.