8-KOther EventsExhibits & Filings

JOHNSON & JOHNSON 8-K Report, Corporate Update (Jan 17, 2019)

Filed January 17, 2019For Securities:JNJ

Summary

Johnson & Johnson (JNJ) announced the completion of its acquisition of Ci:z Holdings Co., Ltd. on January 16, 2019. The acquisition, initially announced on October 23, 2018, was valued at approximately $2.1 billion, with a total purchase price of ¥230 billion. This strategic move integrates Ci:z Holdings, known for its Dr Ci:Labo, Labo Labo, and Genomer skincare brands, into Johnson & Johnson's Consumer Companies segment. The acquisition was primarily executed through an all-cash tender offer, acquiring 89% of Ci:z Holdings' outstanding shares. Johnson & Johnson plans to acquire the remaining shares in the first half of 2019 through a share consolidation, leading to the delisting of Ci:z Holdings from the Tokyo Stock Exchange. Investors can expect any earnings per share (EPS) impact from this transaction to be detailed within Johnson & Johnson's 2019 guidance, which will be provided during their Q4 2018 earnings call.

Key Highlights

  • 1Johnson & Johnson has successfully completed the acquisition of Ci:z Holdings Co., Ltd. as of January 16, 2019.
  • 2The total purchase price for the acquisition was approximately $2.1 billion (¥230 billion).
  • 3Ci:z Holdings, a Japanese skincare company, will be integrated into Johnson & Johnson's Family of Consumer Companies.
  • 4The acquisition was completed through an all-cash tender offer, securing 89% of Ci:z Holdings' outstanding shares.
  • 5Johnson & Johnson intends to acquire the remaining shares and delist Ci:z Holdings from the Tokyo Stock Exchange in the first half of 2019.
  • 6The financial impact on EPS will be disclosed in JNJ's 2019 guidance during the Q4 2018 earnings call.

Frequently Asked Questions

While not explicitly detailed in this 8-K, the acquisition of Ci:z Holdings, known for its popular skincare brands like Dr Ci:Labo, is expected to strengthen Johnson & Johnson's position in the global beauty and skincare market, particularly in Japan and potentially other Asian markets.

Johnson & Johnson stated that any impact on Earnings Per Share (EPS) from this acquisition will be incorporated into their 2019 guidance, which will be provided during the company's Q4 2018 earnings call. Investors should monitor that call for specific financial projections.

Ci:z Holdings is recognized for its Dr Ci:Labo, Labo Labo, and Genomer line of skincare products. These brands are popular, especially in Japan, and their integration is expected to enhance Johnson & Johnson's consumer product portfolio in the dermatology and skincare space.

Johnson & Johnson plans to acquire the remaining shares of Ci:z Holdings that were not tendered in the offer through a share consolidation under Japanese law. This process is expected to occur during the first half of 2019, after which the company will be delisted from the Tokyo Stock Exchange.