News Release

2020.2.26Notification of Full Ownership of a Subsidiary in Malaysia through Additional Stock Acquisition

The board of directors of Fuji Oil Holdings Inc. (“Fuji Oil Holdings” or “Fuji Oil Group”) wishes to announce that the Company acquired additional shares of FUJI GLOBAL CHOCOLATE (M) SDN. BHD.(“FGC) on 26 February 2020 to make FGC a wholly owned subsidiary (“the Additional Stock Acquisition”).

1. Purpose of the Additional Stock Acquisition

FUJI OIL ASIA PTE. LTD.(“FOA”), a subsidiary of Fuji Oil Holdings, acquired 70% shares of FGC from GUAN CHONG BERHAD(“GCB”) in July 2016, and subsequently acquired 2.25% shares of FGC from the founder of FGC in May 2018.
Considering that FGC has expanded its business as originally planned as a major industrial chocolate manufacturing base in Asia region, the board of directors of Fuji Oil Holdings Inc. decided to make FGC a wholly owned subsidiary in accordance with the joint venture agreement with GCB. FGC will strengthen the relationships and generate synergies with companies in Fuji Oil Group going forward to increase its contribution to our group growth strategy.

2. Overview of the Subsidiary in Malaysia

(1) Name FUJI GLOBAL CHOCOLATE (M) SDN. BHD.
(2) Location JOHOR, MALAYSIA
(3) Representative director Koichi Kuramori
(4) Business Manufacture and sale of industrial chocolate
(5) Capital 20 Million Malaysian ringgits
(6) Shareholder composition Before the Additional Stock Acquisition FOA:72.25%
GCB:27.75%
After the Additional Stock Acquisition FOA:100%
(7) Relationship between Fuji Oil Holdings and FGC Capital Relationship FOA 100% owned consolidated subsidiary
Personal Relationship 4 members from Fuji Oil Group as FGC board of directors
Business Relationship Sales and Purchases between Fuji Oil Group

Note) Relationship between Fuji Oil Holdings and FGC describes the relationship after the Additional Stock Acquisition.


3. Overview of GCB

(1) Company GUAN CHONG BERHAD
(2) Location JOHOR, MALAYSIA
(3) Representative director BRANDON TAY HOE LIAN
(4) Business Manufacture and sale of cacao materials
(5) Capital 220.4 Million Malaysian ringgits
(6) Relationship between Fuji Oil Holdings and GCB Capital Relationship Not applicable
Personal Relationship Not applicable
Business Relationship Sales and Purchases between Fuji Oil Group

4. Overview of the transaction of the Additional Stock Acquisition

(1) Number of shares owned by Fuji Oil Holdings before the Additional Stock Acquisition 14,450,000 shares
(2) Number of shares for the Additional Stock Acquisition 5,550,000 shares
(3) Purchase Price 32 Million Malaysian ringgits
(4) Number of shares owned by Fuji Oil Holdings after the Additional Stock Acquisition 20,000,000 shares

5. Impact on financial result of Fuji Oil Holdings

As FGC was already consolidated subsidiary before the Additional Stock Acquisition, the impact on our consolidated business result is insignificant.

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