Japanese investments in EU M&A

Heraeus Kulzer acquires EGS Srl (Enhanced Geometry Solutions)

Japanese companies’ strategy to overcome cultural post-merger problems: European subsidiaries acquire

Heraeus Kulzer acquires EGS, expanding both Mitsui Chemicals’ foot print in Europe and global market penetration for Mitsui Chemicals’ dental supplies business

Japanese companies are well known to have substantial difficulties with post merger integration as a consequence of massive cultural differences which need to be overcome for successful acquisitions. One way to mitigate these difficulties is for Japanese companies to acquire a substantial European company, make this acquisition a success, and then acquire additional companies via this first successfully integrated subsidiary. One example for this path is Dentsu with its Aegis acquisition, see: Dentsu acquires Aegis. Subsequently, Aegis acquires a string of companies all over Europe for Dentsu.

Mitsui Chemicals follows a similar strategy by first acquiring Heraeus Kulzer, which then again acquires the CAD/CAM specialist Enhanced Geometry Solutions, EGS Srl.

Enhanced Geometry Solutions, EGS Srl, makes 3D scanners, CAD software, and digital tools for scanning, modeling, designing workflow in dental laboratories.

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Japanese investments in EU M&A

Mitsui Chemicals acquires Heraeus Kulzer GmbH, dental materials for € 450 million

Heraeus divests Heraeus Kulzer GmbH because the use of precious materials for dental restoration is declining

Mitsui Chemicals [4183] acquires Heraeus Kulzer GmbH to combine with Sun Medical Co Ltd to form a global dental materials business

At the Board Meeting of April 4, 2013 Mitsui Chemicals Inc decided to acquire the dental business of Heraeus Holding GmbH (Heraeus Dental).

Mitsui Chemicals and Heraeus Holding GmbH agreed to a valuation of € 450 million (YEN 54.3 billion) including debt, and to be adjusted to changes in working capital and cash on the closing date.

Mitsui Chemicals’ subsidiary Sun Medical Co Ltd has been producing dental materials for 30 years, and plans to combine Heraeus Dental with Sun Medical Co Ltd to form a combined global dental materials business.

Heraeus decided to divest Heraeus Dental, mentioning that the dental industry is changing and the use of precious materials for dental restoration is declining.

Heraeus Holding GmbH (Seller)

Heraeus is a family owned privately held company, with core focus on precious metals.

Heraeus was founded in 1851 by the pharmacist and chemist Wilhelm Carl Heraeus, who had inherited his father’s pharmacy “Einhorn Apotheke” in Hanau, near Frankfurt. Wilhelm Carl Heraeus invented a method to melt platinum using a oxyhydrogen blowpipe. In 1857, Wilhelm Carl Heraeus produced about 30 kilograms of pure platinum, and about 1 ton in 1896.

Heraeus Holding GmbH achieves € 3.4 billion in product revenues + € 12.2 billion in precious metal trading revenues, a total of € 15.589 billion revenues annually in 2014 with about 12,600 employees.

Heraeus Kulzer, Heraeus Dental and Heraeus Medical

Heraeus since the 1930 supplies dental materials based on the gold, silver and palladium alloy Alba, and a variety of gold and ceramic bonding alloys. In 2009, Heraeus Kulzer was split into Heraeus Dental and Heraeus Medical.

Heraeus Dental (Trade name) / Heraeus Kulzer GmbH (Corporate group)

Heraeus Kulzer consists of 17 corporate entities (share deal) and 9 entities (asset deal), a total of 26 legal entities.

Net assets: € 57.5 million (as of Dec 31, 2012)
Gross assets: € 165.3 million (as of Dec 31, 2012)

Revenues: € 353.6 million (year ending Dec 2012)
Operating income: € 16.2 million (year ending Dec 2012)

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