¥218.3 Billion Overseas Supplement M&A: What Is Kirin Holdings (2503) Buying, and What Is It Taking On? | Japan Individual Stock Due Diligence Center

The acquisition involves an agreement to acquire all shares of Jamieson Wellness and make it a wholly owned subsidiary of Kirin. The number of shares to be acquired is 41,490,939, and the share acquisition price is C$1.898 billion, equivalent to approximately ¥218.3 billion at the applicable exchange rate. Jamieson has described the diluted equity value as approximately C$2 billion and the enterprise value as approximately C$2.5 billion.

By acquiring the Jamieson brand, the US-based youtheory business, four manufacturing facilities in North America, a distribution network covering more than 50 countries, and regulatory affairs capabilities and personnel as a package, Kirin will strengthen its strategy for entering the North American market. At the same time, the transaction will create burdens including the funding requirement associated with cash and interest-bearing debt, the complexity of integrating the existing Blackmores and FANCL businesses, the impact of foreign exchange fluctuations on asset values, and the risk of impairment of goodwill and intangible assets after the acquisition.

According to the transaction overview, the deal will proceed as a Plan of Arrangement under an Arrangement Agreement. Approval by a special shareholders' meeting, court approval, regulatory reviews and other closing conditions remain outstanding. The share acquisition is expected to be completed from October 2026 onward, and Jamieson's shares are expected to be delisted from the Toronto Stock Exchange after completion. Jamieson has stated that the agreement contains no financing contingency and is structured on the assumption that Kirin will be able to secure the necessary funding.

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