Notice of Transfer of Zotos International, Inc.

Shiseido Company, Limited (hereinafter, Shiseido) hereby announces that it has reached and signed an agreement on transferring the shares of its consolidated subsidiary, Zotos International, Inc., which globally operates a professional hair care business (headquartered in Connecticut, United States; hereinafter, Zotos), and related business assets to Henkel AG ＆ Co. KGaA (headquartered in Düsseldorf, Germany; hereinafter, Henkel).

1. Reasons for the transfer

The Shiseido Group has been promoting a selection and concentration strategy in order to enhance its brand portfolio across the globe and drive growth by sharpening its focus on key categories and regions under its mid- to long-term business strategy VISION 2020, with which the company aims to “Be a Global Winner with Our Heritage.” Shiseido’s Professional business plays an important role in the company’s beauty portfolio, and Shiseido plans to concentrate and boost its investment in the professional market in Asia.
While pursuing the selection and concentration strategy, Shiseido conducted a thorough review with Henkel regarding the transfer of Zotos, which is based in North America and generates the majority of its sales from the North American market. As a result, Shiseido arrived at the conclusion that transferring Zotos to Henkel would be the best option for Zotos and Shiseido, and thus, decided to sign the transfer agreement.
Zotos joined the Shiseido Group in 1988 and since then has demonstrated steady growth by offering professional hair care products in 70 countries around the world, with a primary focus on the U.S. market. Henkel, headquartered in Germany, operates worldwide with the three business units: Adhesive Technologies, Laundry ＆ Home Care, and Beauty Care, which focuses on hair care products. In recent years, Henkel has expanded its Beauty Care Professional business in Europe and the U.S. Shiseido believes that Zotos, which owns well-known professional brands in the U.S. in particular, will achieve further growth as part of Henkel.
Shiseido will use the resources gained from this transaction to further pursue its strategic objectives of continuing to nurture its Prestige brands, reinforcing production capability and other activities in order to implement its “New Strategy to Accelerate Growth” in the next three years of VISION 2020.

2. Overview of this transfer

In this transaction, Shiseido will transfer the entire Zotos business to Henkel by transferring the shares and assets associated with the Zotos business as stated below.
The shares of Zotos are wholly owned by Shiseido Americas Corporation, which is a wholly-owned subsidiary of Shiseido and controls Shiseido’s Americas business. The shares will be transferred from Shiseido Americas Corporation to Henkel’s subsidiary in the U.S.
The assets associated with Zotos business include the related assets owned by Shiseido and its subsidiaries other than Zotos that will be transferred to Henkel.

For further details, please refer to the PDF below.