Worth reading
66In focus
Scored from 4 of 5 sectionsDirection
Neutral
Direction inferred from the company’s description.Scale
96
US$ millionWording
Definitive
How definitive the wording is.This transaction
This acquisition / this contribution in kindCounterpartyMC Dental Holdings America, Inc.
Disclosing companyMitsui Chemicals,Inc.
The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.The percentage before the change is not stated in this document.
Contract Date14 August 2026
Execution Date / Effective Date14 August 2026
Target company
Development, manufacture and sale of dental products, including whitening and restorative materials
Location South Jordan, Utah, USAShare capital US$10 thousand (as of 31 December 2025)Date of incorporation 1978
Net SalesUS$372.1 million (fiscal year ended December 2025)
Operating profitUS$30.9 million (fiscal year ended December 2025)
Net income for the current fiscal yearUS$24.0 million (fiscal year ended December 2025)
Net assetsUS$220.5 million (fiscal year ended December 2025)
Consideration and expenses
Acquisition priceAmount of contribution in kind: US$96 million
Type of ConsiderationContribution in kind (transfer of business assets)
Impact on Business Performance
The impact on the Company's financial results from Ultradent Products, Inc. becoming a specified subsidiary is immaterial.
Procedures and assumptions
Management structure after acquisitionPresident and CEO Dirk Jeffs
| Item | Details |
|---|---|
| Transaction name | This acquisition / this contribution in kind |
| Counterparty name | MC Dental Holdings America, Inc. |
| Name of the Subject Company | Ultradent Products, Inc. |
| Business Description of the Subject Company | Development, manufacture and sale of dental products, including whitening and restorative materials |
| Location of the Subject Company | South Jordan, Utah, USA |
| Capital Stock of the Subject Company | US$10 thousand (as of 31 December 2025) |
| Date of Establishment of the Subject Company | 1978 |
| Net Sales of the Subject Company | US$372.1 million (fiscal year ended December 2025) |
| Operating Profit of the Subject Company | US$30.9 million (fiscal year ended December 2025) |
| Net Income of the Subject Company | US$24.0 million (fiscal year ended December 2025) |
| Net Assets of the Subject Company | US$220.5 million (fiscal year ended December 2025) |
| Acquisition price | Amount of contribution in kind: US$96 million |
| Type of Consideration | Contribution in kind (transfer of business assets) |
| Voting rights ownership percentage | After 100% (before not disclosed) |
| Impact on Business Performance | The impact on the Company's financial results from Ultradent Products, Inc. becoming a specified subsidiary is immaterial. |
| Contract Date | 14 August 2026 |
| Execution Date / Effective Date | 14 August 2026 |
| Management structure after acquisition | President and CEO Dirk Jeffs |
Items this document does not state (14)
Expenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Date of board resolutionValuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to Execution
These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.
The reasons the company gives
The company's own explanation, not something inferred from the numbers.This is because MCDHA transferred business assets to Ultradent Products, Inc. through a contribution in kind, resulting in the amount of the investment in Ultradent Products, Inc. becoming equivalent to at least 10% of the amount of the Company's capital.
How to read this page
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.