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Benesse Signs Share Transfer Agreement for Acquiring Shares in Bon Sejour Corporation
Benesse Holdings, Inc.
Release Date : 2010/02/22
Benesse Holdings, Inc. (Head office: Okayama-shi) today announced that it has concluded a share transfer agreement with a fund and its subsidiary, which are managed by J-Will Partners Co., Ltd. (Head office: Minato-ku, Tokyo), to acquire all issued shares of Bon Sejour Corporation (Head office: Minato-ku, Tokyo; Bon Sejour) owned by the said fund and its subsidiary.
The Benesse Group’s Senior Company includes Benesse Style Care Co., Ltd. (Benesse Style Care) and Benesse MCM Corporation (Benesse MCM). Benesse Style Care is involved mainly in the management of nursing homes for the elderly, home help services, and training courses for caregivers in Tokyo and surrounding areas as well as other areas of Japan. Benesse MCM, meanwhile, is a staff placement and personnel dispatch company specializing in medical and nursing care personnel. By March 31, 2010, Benesse Style Care expects to operate a total of 150 retirement homes under four brands—Aria, Clara, Granny & Granda, and Madoka.
Business forecasts have not been revised since the share acquisition will have a negligible impact on consolidated business results for the current fiscal year.
Company: Benesse Holdings, Inc.
Head office: 3-7-17 Minamigata, Kita-ku, Okayama-shi, Okayama, Japan
Representative: Tamotsu Fukushima, Representative Director and President
Date established: January 1955
Main businesses: Education business, including Shinkenzemi, Kodomo Challenge (correspondence courses for pre-school children) and Shinken Simulated Exams, as well as language instruction, senior and nursing care, magazine publishing, and other businesses through group companies (Berlitz International, Inc., others)
Company: Bon Sejour Corporation
Head office: 6th Fl., Taisei Kigyo Bldg. , 3-14-19 Shibaura, Minato-ku, Tokyo
Representative: Yoichiro Takahashi, Representative Director and President
Date established: August 2008
Main business: Operation of nursing care facilities for seniors
Employees: 512 (as of December 25, 2009)
Capital: 300 million yen
Total issued shares: 1,000 shares
Net sales: 4,373 million yen (9 months through May 31, 2009)
Following the submission of legal notifications and other required processes, Bon Sejour is scheduled to become a wholly owned subsidiary of Benesse Holdings in late March 2010. Furthermore, Bon Sejour has concluded an absorption-type split agreement with Bon Sejour Varie Corporation (Varie) whereby seven Bon Sejour-brand retirement homes run by Varie will be spun off and absorbed by Bon Sejour. (This action is scheduled for June 2010, pending the completion of procedures stipulated by Japan’s Companies Act and obtainment of requisite permissions from relevant agencies.)
1. Reasons for the Acquisition
The Benesse Group’s Senior Company includes Benesse Style Care Co., Ltd. (Benesse Style Care) and Benesse MCM Corporation (Benesse MCM). Benesse Style Care is involved mainly in the management of nursing homes for the elderly, home help services, and training courses for caregivers in Tokyo and surrounding areas as well as other areas of Japan. Benesse MCM, meanwhile, is a staff placement and personnel dispatch company specializing in medical and nursing care personnel. By March 31, 2010, Benesse Style Care expects to operate a total of 150 retirement homes under four brands—Aria, Clara, Granny & Granda, and Madoka.
Bon Sejour currently operates 22 retirement homes mainly in the Tokyo metropolitan area and Kansai region (an area that includes Osaka). That number is scheduled to rise to 29 following the scheduled absorption-type split in June 2010.
While the market for nursing care for seniors in Japan is, on the one hand, experiencing steady market growth, customer needs in this area are also rapidly diversifying. In this climate, Benesse Holdings, through the consolidation of Bon Sejour, aims to position the new subsidiary as another pillar of its senior and nursing care business alongside Benesse Style Care, to deliver services better tailored to a wide range of customer needs and thereby further expand this business.
The three executive directors of Bon Sejour, including current President Yoichiro Takahashi , are expected to continue to manage the company in their current positions.
2. Impact on Business Results for the Current Fiscal Year
Business forecasts have not been revised since the share acquisition will have a negligible impact on consolidated business results for the current fiscal year.
[Overview of Benesse Holdings, Inc.]
Company: Benesse Holdings, Inc.
Head office: 3-7-17 Minamigata, Kita-ku, Okayama-shi, Okayama, Japan
Representative: Tamotsu Fukushima, Representative Director and President
Date established: January 1955
Main businesses: Education business, including Shinkenzemi, Kodomo Challenge (correspondence courses for pre-school children) and Shinken Simulated Exams, as well as language instruction, senior and nursing care, magazine publishing, and other businesses through group companies (Berlitz International, Inc., others)
Net sales (consolidated): 412,711 million yen (year ended March 31, 2009)
[Overview of Bon Sejour Corporation]
Company: Bon Sejour Corporation
Head office: 6th Fl., Taisei Kigyo Bldg. , 3-14-19 Shibaura, Minato-ku, Tokyo
Representative: Yoichiro Takahashi, Representative Director and President
Date established: August 2008
Main business: Operation of nursing care facilities for seniors
Employees: 512 (as of December 25, 2009)
Capital: 300 million yen
Total issued shares: 1,000 shares
Net sales: 4,373 million yen (9 months through May 31, 2009)