November 18, 2022 | News & Notices
Making Nissui Pharmaceutical as a Wholly-Owned Subsidiary
Expanding the Clinical Testing Business Based on Synergies between Analytical and Measuring Instruments and Culture Media/Reagents
On November 15, Shimadzu Corporation used the prerogative from a stock merger to make Nissui Pharmaceutical Co., Ltd. (hereinafter “Nissui Pharmaceutical,” with Head Office at Taito-ku, Tokyo, and President Tokuya Ono) as a wholly-owned subsidiary. In addition, the corresponding trade name changes and Director/Board Member changes were finalized on November 17 at the Nissui Pharmaceutical shareholders’ meeting. However, prior to the stock merger, Nissui Pharmaceutical stocks were delisted from the Tokyo Stock Exchange on November 11, in accordance with TSE delisting standards.
1. Purpose of Making Nissui Pharmaceutical a Wholly-Owned Subsidiary
Shimadzu Corporation has been engaged in releasing novel coronavirus detection kits and other countermeasures for infectious diseases, a current challenge facing society. Shimadzu has also promoted advanced healthcare businesses in fields such as disease prevention, diagnosis, and treatment. Given that analytical and measuring instruments are Shimadzu’s strongest product segment, adding Nissui Pharmaceutical, which has extensive sales channels in clinical markets and a wealth of technology and expertise related to reagents, as a wholly-owned subsidiary will increase the corporate value of Shimadzu Corporation by generating synergies in the following three business areas.
Three Business Areas and Synergy Examples
Clinical diagnostics: Offer solutions that combine Nissui Pharmaceutical’s reagents with Shimadzu’s liquid chromatograph mass spectrometers (LCMS), PCR testing systems, and other products.
Microbial testing: Deploy microbial testing culture media businesses outside Japan and use Nissui Pharmaceutical technologies to strengthen products for microbial identification using Shimadzu matrix-assisted laser desorption/ionization time-of-flight mass spectrometers (MALDI-TOF-MS).
Cellular analysis: Use Nissui Pharmaceutical culture media and Shimadzu cell testing systems to create culture medium-related businesses.
2. Overview of Nissui Pharmaceutical
Name: Nissui Pharmaceutical Co., Ltd.
| President | ： | Tokuya Ono |
| Established | ： | April 6, 1935 |
| Capital | ： | 4,449,844,000 yen |
| Address | ： | 3-24-6 Ueno, Taito-ku, Tokyo, Japan |
| Employees | ： | 235 (as of March 31, 2022) |
| Website | ： | https://corp.sdc.shimadzu.co.jp/english/ |
3. New Trade Name (as of April 1, 2023)
Shimadzu Diagnostics Corporation
4. Changes in Director Appointments (as of November 17, 2022)
(1) Directors
Nissui Pharmaceutical President Tokuya Ono and Director Shin Saito will retain their posts.
Eiichi Shibasaki, Kazunori Kato, and Junichiro Yonekura, the three Nissui Pharmaceutical Outside Directors, will resign from their posts.
Three Directors will be newly appointed from Shimadzu, namely Yoshiaki Mase, Fuminori Inagaki, and Shunei Matoba.
(2) Audit & Supervisory Board Members
Nissui Pharmaceutical Standing Audit & Supervisory Board Member Wahei Toki, Outside Audit & Supervisory Board Member Takeshi Tayama and Shigetaka Misaka will resign from their posts.
Two Audit & Supervisory Board Members will be newly appointed from Shimadzu, namely Makoto Koyazaki and Komei Arakane.
| Old | New | |||
|---|---|---|---|---|
| Change | Title | Name | Title | Name |
|
Representative Director |
Tokuya Ono | Representative Director President, Chief Executive Officer |
Tokuya Ono | |
| Director, Executive Officer | Shin Saito | Director, Executive Officer | Shin Saito | |
| Yes | Outside Director (Part-Time) | Eiichi Shibasaki | Director (Part-Time) | Yoshiaki Mase |
| Yes | Outside Director (Part-Time) | Kazunori Kato | Director (Part-Time) | Fuminori Inagaki |
| Yes | Outside Director (Part-Time) | Junichiro Yonekura | Director (Part-Time) | Shunei Matoba |
| Yes | Standing Audit & Supervisory Board Member | Wahei Toki | Audit & Supervisory Board Member (Part-Time) | Makoto Koyazaki |
| Yes | Outside Audit & Supervisory Board Member | Takeshi Tayama | Audit & Supervisory Board Member (Part-Time) | Komei Arakane |
| Yes | Outside Audit & Supervisory Board Member | Shigetaka Misaka | ||