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News Release

FOR IMMEDIATE RELEASE
November 26, 2015

Notice Regarding Transfer of Shares in Eisai Subsidiary

Listed Company Name: Eisai Co., Ltd.
Representative: Haruo Naito
Representative Corporate
Officer & CEO
Securities Code: 4523
Stock Exchange Listing: First Section of the Tokyo
Stock Exchange
Inquiries: Sayoko Sasaki
Vice President,
Corporate Affairs
Phone +81-3-3817-5120

Eisai Co., Ltd. (Headquarters: Tokyo, Representative Corporate Officer & CEO: Haruo Naito, “Eisai”) today entered into a share transfer agreement with Mitsubishi-Kagaku Foods Corporation (Headquarters: Tokyo, Representative Director & President: Chitaka Suzuki, “Mitsubishi-Kagaku Foods”), a subsidiary of Mitsubishi Chemical Corporation within Mitsubishi Chemical Holdings Group, concerning the transfer of all of the shares held by Eisai in its wholly-owned subsidiary Eisai Food & Chemical Co., Ltd. (Eisai Food & Chemical) to Mitsubishi-Kagaku Foods.

1.  Reasons for the Transfer of Shares

Established in April 2004, Eisai Food & Chemical is a wholly-owned subsidiary of Eisai and is engaged in the development, marketing and export of pharmaceutical and cosmetic raw materials, food ingredients and food additives, supplements and nutrition. Exemplified by its mainstay Vitamin E products, Eisai Food & Chemical has developed high quality products supported by scientific evidence in each of its lines of business, and distributed them to customers in over 30 countries under its corporate philosophy of “aiming to be a company that can continuously contribute to people's health and safe dietary lifestyles”.

Mitsubishi-Kagaku Foods is a core company that is responsible for the functional food materials business, one of the key business areas of the Mitsubishi Chemical Holdings group, and has received high praise not only for its superior products including food emulsifiers and functional sweeteners as well as technological capability, but also its evidence-based quality assurance.

Eisai believes that integrating the technological capability and know-how of the two companies through this share transfer agreement will enable the development of products with higher added value as well as broaden the international expansion of Eisai Food & Chemical's products by leveraging the Mitsubishi Chemical Holdings Group infrastructure, and expects that the agreement will lead to sustainable growth and further expansion of Eisai Food & Chemical.

Following the transfer, Eisai will further concentrate management resources in its pharmaceutical business, and will strive to increase corporate value by speeding up innovation.

2.  Outline of Subsidiary Subject to Change
1) Trade Name: Eisai Food & Chemical Co., Ltd.
2) Address: 2-13-10 Nihonbashi, Chuo-ku, Tokyo
3) Representative: Hiroaki Ike, Representative Director & President
4) Scope of Business: Development, marketing and export of pharmaceutical and cosmetic raw materials, food ingredients and food additives, supplements and nutrition.
5) Capital: 101 million yen
6) Date Established: April 1, 2004
7) Financial Results for Most Recent Fiscal Year (Fiscal Year Ended March 31, 2015):
 
Revenue 9,005 million yen
Total Assets 11,578 million yen
Net Assets 8,971 million yen
8) Major Shareholders and Shareholding Ratio:
 
Eisai Co., Ltd. 100%
9) Number of Employees: 63 (as of October 1, 2015)
10) Major Business Sites:
Headquarters: 2-13-10 Nihonbashi, Chuo-ku, Tokyo
11) Total Number of Shares Issued: 2,001 shares
3.  Outline of the Purchaser
1) Trade Name: Mitsubishi-Kagaku Foods Corporation
2) Address: 1-1-1 Marunouchi, Chiyoda-ku, Tokyo
3) Representative: Chitaka Suzuki, Representative Director & President
4) Scope of Business: Sale of food ingredients and additives including food emulsifiers and functional sweeteners
5) Capital: 500 million yen
6) Date Established: January 6, 1982
7) Major Shareholders and Shareholding Ratio:
  Mitsubishi Chemical Corporation    100%
8) Relationship with Eisai Co., Ltd.: No personnel or capital relationship exists
4.  Number of Shares to be Transferred; Change in Eisai's Shareholding Before and After the Share Transfer
1) Number of Shares Held Prior to Transfer: 2,001 shares (shareholding ratio: 100%)
2) Number of Shares to be Transferred: 2,001 shares
3) Number Shares Held After Transfer: 0 shares (shareholding ratio: 0%)
5.  Schedule for Share Transfer
November 26, 2015 Execution of share transfer agreement
February 1, 2016 (tentative) Transfer of shares
6.  Business Outlook

The execution of the share transfer will have only a minor impact on the Eisai Group's consolidated financial results for the current fiscal year ending March 31, 2016.

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