Absorption-type Company Split and Absorption-type Merger - Asics
July 19, 2012 Name of the Company: ASICS Corporation President and CEO, Representative Director: Motoi Oyama Code Number:7936 Listing Exchanges: Tokyo,Osaka
Notice Concerning Organizational Restructuring of the Domestic Group (Absorption-type Company Split and Absorption-type Merger) ASICS Corporation hereby announces that, at a board meeting held today, it has passed a resolution for a restructuring of it and its Japanese subsidiaries involving an absorption-type company split and merger. The overseas organizational structure will not be changed by this restructuring. Certain details of this restructuring have been omitted from this disclosure as the restructuring involves ASICS Corporation and wholly-owned subsidiaries thereof. Purpose of the restructuring Based on its mid-term management plan, “ASICS Growth Plan (AGP) 2015,”ASICS Corporation aims to strengthen and expand its business on a global basis by dividing its sales territory into five regions: Japan, the Americas, EMEA, Oceania/Southeast & South Asia, and East Asia. In order to strengthen and expand its businesses in Japan (marketing and sales), ASICS Corporation will establish a system to promptly and precisely implement sales strategies and initiatives tailored to distribution channels. It will accomplish this by splitting these businesses away from the global headquarters as well as by streamlining and consolidating its Japanese domestic sales subsidiaries. Doing so will enable ASICS Corporation to address customer needs in a more specific manner. Outline of the restructuring ASICS Corporation will be divided into its businesses in Japan and the global headquarters (RestructuringⅠ), and seven domestic sales subsidiaries, the Regional Sales Divisions of Area Sports Sales Division and the Area Chain Sports Sales Division of ASICS Corporation’s Tokyo and Kansai Branches into one company will be consolidated into one company (Restructuring Ⅱ).
1
Restructuring I 1. Outline (1) Restructuring schedule Establishment of the succeeding company (ASICS Japan Corporation) Date of resolution approving the contract for the split at the board meeting Date of concluding the contract for the split
September 1, 2012 scheduled) September 21, 2012 scheduled) September 21, 2012 scheduled) January 1, 2013 scheduled)
Effective date
(as (as (as (as
* Due to the fact that this reorganization is a simple split based on the provisions of Article 784-3 of the Companies Act and the successor company is formed by a simplified split based on the provisions of Articles 796-1-1 of the Companies Act, these actions will be implemented without a general shareholders meeting being convened.
(2)Restructuring method Absorption-type company split: ASICS Corporation will be the splitting company, and ASICS Japan Corporation will be the succeeding company after the split. (3)Details of allotment in relation to restructuring There will be no allocation of stocks or any other monetary transactions pertaining to the split. (4) Handling of subscription rights to shares and of bonds with subscription rights to shares in accordance with restructuring ASICS Corporation and ASICS Japan Corporation have issued neither subscription rights to shares nor bonds with subscription rights to shares. (5)Increase or decrease in capital stock due to the split There will be no change in the capital stock of ASICS Corporation due to this split. (6)Rights and obligations to which the succeeding company will succeed Upon this split, ASICS Japan Corporation will succeed to the following assets, liabilities, contractual status and other rights and obligations (excluding with regard to employment contracts) belonging to the Company's business operations in Japan. ASICS Japan Corporation will also succeed to all shares of ASICS Sales Corporation(please refer to 1-(2)- of Restructuring II below)held by ASICS Corporation and will become the 100% parent company of ASICS Sales Corporation. ・ Head office and Business Strategy Division ・ Marketing Division ・ Product Marketing Division ・ Baseball Division ・ Onitsuka Tiger Division ・ Retail Division ・ National Chain Sales Division ・ Corporate Sales Division ・ Department Store Sales Division (7)Prospect of fulfillment of obligations ASICS Corporation and ASICS Japan Corporation believe that there will be no problem in fulfilling the obligations expected of these companies.
2
2. Outline of concerned parties regarding the organizational restructuring Splitting Company (As of March 31, 2012) (1) Name (2) Location
ASICS Corporation 7-1-1, Minatojima-Nakamachi, Chuo-ku, Kobe
(3) Representative
Motoi Oyama, President and CEO, Representative Director Manufacture and sales of all types of sports goods 23,972 million yen September 1, 1949 199,962,991 shares March 31 Japan Trustee Service Bank, Ltd.(Trust Account) 4.3％ The Bank of Tokyo-Mitsubishi UFJ, Ltd. 4.1％ The Master Trust Bank of Japan, Ltd.(Trust Account) 3.9％ Sumitomo Mitsui Banking Corporation 3.5％ Nippon Life Insurance Company 3.3％ ASICS Corporation (Consolidated) 115,315 million yen 212,343 million yen 569.39 yen 247,792 million yen 19,628 million yen 19,702 million yen 12,617 million yen 66.55 yen
(4) Principal business (5) Capital stock (6) Date of establishment (7) Number of issued shares (8) Fiscal term (9) Major shareholders and percentage shareholdings
(10) Financial position and business results for the previous fiscalyear Net assets Total assets Net assets per share Net sales Operating income Ordinary income Net income Net income per share
Succeeding Company in Company Split (Scheduled to be established on September 1, 2012) ASICS Japan Corporation 7-1-1, Minatojima-Nakamachi, Chuo-ku, Kobe Kazuhito Matsuo, President and Representative Director Manufacture and sales of all types of sports goods 90 million yen September 1, 2012 1,800 shares March 31 ASICS Corporation 100％
ASICS Japan Corporation ― ― ― ― ― ― ― ―
3. Summary of the business divisions to be split off (1) Businesses to be split off As shown in Restructuring I, 1. (6) (2) Business results of the divisions to be split off (2012 March) Net sales: 22,900 million yen (3) Items in assets and liabilities to be split off and their corresponding values (as of March 31, 2012) Current assets: 16,000 million yen Noncurrent assets: 900 million yen Current liabilities: 10,500 million yen Noncurrent liabilities: 200 million yen 4. The status of the companies to be split off and the successor company post-split Post-split, there will be no change in any of the following items for ASICS Corporation and ASICS Japan Corporation: the company name, location, the name and position of the representative, line of business, capital stock and date of settlement.
3
Restructuring II 1. Outline (1)Restructuring schedule Date of resolution by the board of directors to approve the contracts for the split and absorption Date of resolution by the general shareholders meeting to approve the contract for the absorption (seven subsidiaries) Date of conclusion of the contracts for the split and absorption Effective date
September 21, 2012 (as scheduled) September 21, 2012 (as scheduled)
September 21, 2012 (as scheduled) January 1, 2013 (as scheduled)
* Due to the fact that this reorganization is a simple split based on the provisions of Article 784-3 of the Companies Act and the successor company is formed by a simplified split based on the provisions of Articles 796-1-1 of the Companies Act, these actions will be implemented without a general shareholders meeting being convened.
(2) Restructuring method ASICS Sports Sales Corp. will remain as a remaining company, while ASICS Hokkaido Sales Corp., ASICS Tohoku Sales Corp., ASICS Kanetsu Sales Corp., ASICS Chubu Sales Corp., ASICS Chu-Shikoku Sales Corp. and ASICS Kyushu Sales Corp. will be absorbed by ASICS Sports Sales Corp.. The six companies to be absorbed will be dissolved. (The company to remain after the merger will be hereinafter called "ASICS Sales Corporation.") ASICS Corporation will be a splitting company and ASICS Sales Corporation will be the succeeding company in an absorption-type split. The Sales Promotion Division, the Administrative Division and National Chain Sales Division of ASICS Sales Corporation are to be transferred to ASICS Japan Corporation. (3)Details of allotment in relation to restructuring There will be no allocation of stocks or any other monetary transactions pertaining to the split. (4) Handling of subscription rights to shares and of bonds with subscription rights to shares in accordance with restructuring ASICS Corporation and the seven subsidiaries have issued neither issue subscription rights to shares nor bonds with subscription rights to shares. (5)Increase or decrease in capital stock due to the split There will be no change in the capital stock of ASICS Corporation due to this split. (6)Rights and obligations to which the succeeding company will succeed Upon this split, ASICS Sales Corporation will succeed to the following assets, liabilities, contractual status and other rights and obligations (excluding with regard to employment contracts) belonging to the Company's business operations in Japan. ・Area Sports Sales Division ・Area Chain Sports Sales Division (7)Prospect of fulfillment of obligations ASICS Corporation and ASICS Sales Corporation believe that there will be no problem in fulfilling the obligations expected of these companies.
4
2. Outline of concerned parties regarding the organizational restructuring Splitting Company (As of March 31, 2012) (1) Name (2) Location
ASICS Corporation Please refer to 2. Summary of the companies to be re-organized in Restructuring I
(3) Representative
Tsuyoshi Eguchi, President & Representative Director Sales of sports goods, etc. 79 million yen July 13, 1968 158,000 shares March 31 ASICS Corporation—100%
(4) Principal business (5) Capital stock (6) Date of establishment (7) Number of issued shares (8) Fiscal term (9) Major shareholders and percentage shareholdings (10) Fiscal position and business results for the previous fiscal year Net assets Total assets Net assets per share Net sales Operating income Ordinary income Net income Net income per share
(1) Name (2) Location
(4) Principal business (5) Capital stock (6) Date of establishment (7) Number of issued shares (8) Fiscal term (9) Major shareholders and percentage shareholdings
ASICS Hokkaido Sales Corp. 1-29 Nijuyonken shijo 2-chome, Nishi-ku, Sapporo City President and Representative Director Katsuo Oyama Sales of sports goods, etc. 99.8 million yen December 16, 1949 998,000 shares March 31 ASICS Corporation 100%
(1) Name
ASICS Chubu Sales Corp.
(3) Representative
(2) Location (3) Representative
(4) Principal business (5) Capital stock (6) Date of establishment (7) Number of issued shares (8) Fiscal term (9) Major shareholders and percentage shareholdings
Succeeding Company in Company Split and Company Remaining after Merger (As of March 31, 2012) ASICS Sports Sales Corp. 25-5, Kamezawa 2-chome, Sumida-ku, Tokyo
(Non-consolidated) -78 million yen 2,485 million yen -499.69 yen 6,601 million yen 91 million yen 93 million yen 73 million yen 467.59 yen Companies to be absorbed in merger ASICS Tohoku Sales Corp. 19-2 Ginnancho, Miyagino-ku, Sendai City President and Representative Director Masaru Nagase Sales of sports goods, etc. 90 million yen July 5, 2002 1,800 shares March 31 ASICS Corporation 100%
Companies to be absorbed in merger ASICS Chu-Shikoku Sales Corp. 37 Haruoka-dori 7-chome, 18-12, Iguchi 5-chome, Chikusa-ku, Nagoya City Nishi-ku, Hiroshima City President and Representative President and Representative Director Director Osamu Hayashi Toshihiko Ohno Sales of sports goods, etc. Sales of sports goods, etc. 60 million yen 90 million yen December 26, 1950 November 1, 2007 1,200,000 shares 1,800 shares March 31 March 31 ASICS Corporation ASICS Corporation 100% 100%
5
ASICS Kanetsu Sales Corp. 1-565 Miyahara-cho, Kita-ku, Saitama City President and Representative Director Mitsuyoshi Kusano Sales of sports goods, etc. 90 million yen November 1, 2007 1,800 shares March 31 ASICS Corporation 100%
ASICS Kyushu Sales Corp. 3-23, Enokida 1-chome, Hakata-ku, Fukuoka City President and Representative Director Yoji Nagao Sales of sports goods, etc. 90 million yen October 19, 2005 1,800 shares March 31 ASICS Corporation 100%
3. Summary of the business divisions to be split off (1) Businesses to be split off As shown in Restructuring II, 1. (6) (2) Business resultsof the divisions to be split off (2012 March) Net sales: 13,700 million yen (3) Items in assets and liabilities to be split off and their corresponding values (as of March 31, 2012) Current assets: 5,900 million yen Current liabilities: 600 million yen 4. The status of the companies to be split off and the successor company post-split (1) There will be no change in the company name, location, name and position of the representative, line of business, capital stock and fiscal term of ASICS Corporation. (2) ASICS Sports Sales Corp. is scheduled to change its name and representative as belowas of January 1, 2013. There will be no change in the, location line of business, capital stock and fiscal term of ASICS Sales Corporation. Name of company: ASICS Sales Corporation Name of representative: Itaru Yamane Future prospects Because the reorganization involves only ASICS Corporation and its wholly owned consolidated subsidiaries in both cases, the impact to ASICS Corporation's consolidated business performance will be minor.
6
【ReferenceⅠ Japanese sales organizational chart after restructuring】 （Before restructuring） ASICS Corporation
(Japanese domestic sales subsidiaries） ASICS Sports Sales Corp. ASICS Hokkaido Sales Corp.
ASICS Kanetsu Sales Corp. ASICS Chubu Sales Corp. ASICS Chu-Shikoku Sales Corp.
ASICS Tohoku Sales Corp.
ASICS Kyushu Sales Corp.
（After restructuring） ASICS Corporation
ASICS Japan Corporation (Scheduled to be established on September 1, 2012)
ASICS Sales Corporation （Former company name：ASICS Sports Sales Corp.）
【ReferenceⅡ Global organizational chart after restructuring】
7
Notice Concerning Organizational Restructuring of the Domestic Group (Absorption-type Company Split and Absorption-type Merger) ASICS Corporation hereby announces that, at a board meeting held today, it has passed a resolution for a restructuring of it and its Japanese subsidiaries involving an absorption-type company split and merger. The overseas organizational structure will not be changed by this restructuring. Certain details of this restructuring have been omitted from this disclosure as the restructuring involves ASICS Corporation and wholly-owned subsidiaries thereof. Purpose of the restructuring Based on its mid-term management plan, “ASICS Growth Plan (AGP) 2015,”ASICS Corporation aims to strengthen and expand its business on a global basis by dividing its sales territory into five regions: Japan, the Americas, EMEA, Oceania/Southeast & South Asia, and East Asia. In order to strengthen and expand its businesses in Japan (marketing and sales), ASICS Corporation will establish a system to promptly and precisely implement sales strategies and initiatives tailored to distribution channels. It will accomplish this by splitting these businesses away from the global headquarters as well as by streamlining and consolidating its Japanese domestic sales subsidiaries. Doing so will enable ASICS Corporation to address customer needs in a more specific manner. Outline of the restructuring ASICS Corporation will be divided into its businesses in Japan and the global headquarters (RestructuringⅠ), and seven domestic sales subsidiaries, the Regional Sales Divisions of Area Sports Sales Division and the Area Chain Sports Sales Division of ASICS Corporation’s Tokyo and Kansai Branches into one company will be consolidated into one company (Restructuring Ⅱ).
1
Restructuring I 1. Outline (1) Restructuring schedule Establishment of the succeeding company (ASICS Japan Corporation) Date of resolution approving the contract for the split at the board meeting Date of concluding the contract for the split
September 1, 2012 scheduled) September 21, 2012 scheduled) September 21, 2012 scheduled) January 1, 2013 scheduled)
Effective date
(as (as (as (as
* Due to the fact that this reorganization is a simple split based on the provisions of Article 784-3 of the Companies Act and the successor company is formed by a simplified split based on the provisions of Articles 796-1-1 of the Companies Act, these actions will be implemented without a general shareholders meeting being convened.
(2)Restructuring method Absorption-type company split: ASICS Corporation will be the splitting company, and ASICS Japan Corporation will be the succeeding company after the split. (3)Details of allotment in relation to restructuring There will be no allocation of stocks or any other monetary transactions pertaining to the split. (4) Handling of subscription rights to shares and of bonds with subscription rights to shares in accordance with restructuring ASICS Corporation and ASICS Japan Corporation have issued neither subscription rights to shares nor bonds with subscription rights to shares. (5)Increase or decrease in capital stock due to the split There will be no change in the capital stock of ASICS Corporation due to this split. (6)Rights and obligations to which the succeeding company will succeed Upon this split, ASICS Japan Corporation will succeed to the following assets, liabilities, contractual status and other rights and obligations (excluding with regard to employment contracts) belonging to the Company's business operations in Japan. ASICS Japan Corporation will also succeed to all shares of ASICS Sales Corporation(please refer to 1-(2)- of Restructuring II below)held by ASICS Corporation and will become the 100% parent company of ASICS Sales Corporation. ・ Head office and Business Strategy Division ・ Marketing Division ・ Product Marketing Division ・ Baseball Division ・ Onitsuka Tiger Division ・ Retail Division ・ National Chain Sales Division ・ Corporate Sales Division ・ Department Store Sales Division (7)Prospect of fulfillment of obligations ASICS Corporation and ASICS Japan Corporation believe that there will be no problem in fulfilling the obligations expected of these companies.
2
2. Outline of concerned parties regarding the organizational restructuring Splitting Company (As of March 31, 2012) (1) Name (2) Location
ASICS Corporation 7-1-1, Minatojima-Nakamachi, Chuo-ku, Kobe
(3) Representative
Motoi Oyama, President and CEO, Representative Director Manufacture and sales of all types of sports goods 23,972 million yen September 1, 1949 199,962,991 shares March 31 Japan Trustee Service Bank, Ltd.(Trust Account) 4.3％ The Bank of Tokyo-Mitsubishi UFJ, Ltd. 4.1％ The Master Trust Bank of Japan, Ltd.(Trust Account) 3.9％ Sumitomo Mitsui Banking Corporation 3.5％ Nippon Life Insurance Company 3.3％ ASICS Corporation (Consolidated) 115,315 million yen 212,343 million yen 569.39 yen 247,792 million yen 19,628 million yen 19,702 million yen 12,617 million yen 66.55 yen
(4) Principal business (5) Capital stock (6) Date of establishment (7) Number of issued shares (8) Fiscal term (9) Major shareholders and percentage shareholdings
(10) Financial position and business results for the previous fiscalyear Net assets Total assets Net assets per share Net sales Operating income Ordinary income Net income Net income per share
Succeeding Company in Company Split (Scheduled to be established on September 1, 2012) ASICS Japan Corporation 7-1-1, Minatojima-Nakamachi, Chuo-ku, Kobe Kazuhito Matsuo, President and Representative Director Manufacture and sales of all types of sports goods 90 million yen September 1, 2012 1,800 shares March 31 ASICS Corporation 100％
ASICS Japan Corporation ― ― ― ― ― ― ― ―
3. Summary of the business divisions to be split off (1) Businesses to be split off As shown in Restructuring I, 1. (6) (2) Business results of the divisions to be split off (2012 March) Net sales: 22,900 million yen (3) Items in assets and liabilities to be split off and their corresponding values (as of March 31, 2012) Current assets: 16,000 million yen Noncurrent assets: 900 million yen Current liabilities: 10,500 million yen Noncurrent liabilities: 200 million yen 4. The status of the companies to be split off and the successor company post-split Post-split, there will be no change in any of the following items for ASICS Corporation and ASICS Japan Corporation: the company name, location, the name and position of the representative, line of business, capital stock and date of settlement.
3
Restructuring II 1. Outline (1)Restructuring schedule Date of resolution by the board of directors to approve the contracts for the split and absorption Date of resolution by the general shareholders meeting to approve the contract for the absorption (seven subsidiaries) Date of conclusion of the contracts for the split and absorption Effective date
September 21, 2012 (as scheduled) September 21, 2012 (as scheduled)
September 21, 2012 (as scheduled) January 1, 2013 (as scheduled)
* Due to the fact that this reorganization is a simple split based on the provisions of Article 784-3 of the Companies Act and the successor company is formed by a simplified split based on the provisions of Articles 796-1-1 of the Companies Act, these actions will be implemented without a general shareholders meeting being convened.
(2) Restructuring method ASICS Sports Sales Corp. will remain as a remaining company, while ASICS Hokkaido Sales Corp., ASICS Tohoku Sales Corp., ASICS Kanetsu Sales Corp., ASICS Chubu Sales Corp., ASICS Chu-Shikoku Sales Corp. and ASICS Kyushu Sales Corp. will be absorbed by ASICS Sports Sales Corp.. The six companies to be absorbed will be dissolved. (The company to remain after the merger will be hereinafter called "ASICS Sales Corporation.") ASICS Corporation will be a splitting company and ASICS Sales Corporation will be the succeeding company in an absorption-type split. The Sales Promotion Division, the Administrative Division and National Chain Sales Division of ASICS Sales Corporation are to be transferred to ASICS Japan Corporation. (3)Details of allotment in relation to restructuring There will be no allocation of stocks or any other monetary transactions pertaining to the split. (4) Handling of subscription rights to shares and of bonds with subscription rights to shares in accordance with restructuring ASICS Corporation and the seven subsidiaries have issued neither issue subscription rights to shares nor bonds with subscription rights to shares. (5)Increase or decrease in capital stock due to the split There will be no change in the capital stock of ASICS Corporation due to this split. (6)Rights and obligations to which the succeeding company will succeed Upon this split, ASICS Sales Corporation will succeed to the following assets, liabilities, contractual status and other rights and obligations (excluding with regard to employment contracts) belonging to the Company's business operations in Japan. ・Area Sports Sales Division ・Area Chain Sports Sales Division (7)Prospect of fulfillment of obligations ASICS Corporation and ASICS Sales Corporation believe that there will be no problem in fulfilling the obligations expected of these companies.
4
2. Outline of concerned parties regarding the organizational restructuring Splitting Company (As of March 31, 2012) (1) Name (2) Location
ASICS Corporation Please refer to 2. Summary of the companies to be re-organized in Restructuring I
(3) Representative
Tsuyoshi Eguchi, President & Representative Director Sales of sports goods, etc. 79 million yen July 13, 1968 158,000 shares March 31 ASICS Corporation—100%
(4) Principal business (5) Capital stock (6) Date of establishment (7) Number of issued shares (8) Fiscal term (9) Major shareholders and percentage shareholdings (10) Fiscal position and business results for the previous fiscal year Net assets Total assets Net assets per share Net sales Operating income Ordinary income Net income Net income per share
(1) Name (2) Location
(4) Principal business (5) Capital stock (6) Date of establishment (7) Number of issued shares (8) Fiscal term (9) Major shareholders and percentage shareholdings
ASICS Hokkaido Sales Corp. 1-29 Nijuyonken shijo 2-chome, Nishi-ku, Sapporo City President and Representative Director Katsuo Oyama Sales of sports goods, etc. 99.8 million yen December 16, 1949 998,000 shares March 31 ASICS Corporation 100%
(1) Name
ASICS Chubu Sales Corp.
(3) Representative
(2) Location (3) Representative
(4) Principal business (5) Capital stock (6) Date of establishment (7) Number of issued shares (8) Fiscal term (9) Major shareholders and percentage shareholdings
Succeeding Company in Company Split and Company Remaining after Merger (As of March 31, 2012) ASICS Sports Sales Corp. 25-5, Kamezawa 2-chome, Sumida-ku, Tokyo
(Non-consolidated) -78 million yen 2,485 million yen -499.69 yen 6,601 million yen 91 million yen 93 million yen 73 million yen 467.59 yen Companies to be absorbed in merger ASICS Tohoku Sales Corp. 19-2 Ginnancho, Miyagino-ku, Sendai City President and Representative Director Masaru Nagase Sales of sports goods, etc. 90 million yen July 5, 2002 1,800 shares March 31 ASICS Corporation 100%
Companies to be absorbed in merger ASICS Chu-Shikoku Sales Corp. 37 Haruoka-dori 7-chome, 18-12, Iguchi 5-chome, Chikusa-ku, Nagoya City Nishi-ku, Hiroshima City President and Representative President and Representative Director Director Osamu Hayashi Toshihiko Ohno Sales of sports goods, etc. Sales of sports goods, etc. 60 million yen 90 million yen December 26, 1950 November 1, 2007 1,200,000 shares 1,800 shares March 31 March 31 ASICS Corporation ASICS Corporation 100% 100%
5
ASICS Kanetsu Sales Corp. 1-565 Miyahara-cho, Kita-ku, Saitama City President and Representative Director Mitsuyoshi Kusano Sales of sports goods, etc. 90 million yen November 1, 2007 1,800 shares March 31 ASICS Corporation 100%
ASICS Kyushu Sales Corp. 3-23, Enokida 1-chome, Hakata-ku, Fukuoka City President and Representative Director Yoji Nagao Sales of sports goods, etc. 90 million yen October 19, 2005 1,800 shares March 31 ASICS Corporation 100%
3. Summary of the business divisions to be split off (1) Businesses to be split off As shown in Restructuring II, 1. (6) (2) Business resultsof the divisions to be split off (2012 March) Net sales: 13,700 million yen (3) Items in assets and liabilities to be split off and their corresponding values (as of March 31, 2012) Current assets: 5,900 million yen Current liabilities: 600 million yen 4. The status of the companies to be split off and the successor company post-split (1) There will be no change in the company name, location, name and position of the representative, line of business, capital stock and fiscal term of ASICS Corporation. (2) ASICS Sports Sales Corp. is scheduled to change its name and representative as belowas of January 1, 2013. There will be no change in the, location line of business, capital stock and fiscal term of ASICS Sales Corporation. Name of company: ASICS Sales Corporation Name of representative: Itaru Yamane Future prospects Because the reorganization involves only ASICS Corporation and its wholly owned consolidated subsidiaries in both cases, the impact to ASICS Corporation's consolidated business performance will be minor.
6
【ReferenceⅠ Japanese sales organizational chart after restructuring】 （Before restructuring） ASICS Corporation
(Japanese domestic sales subsidiaries） ASICS Sports Sales Corp. ASICS Hokkaido Sales Corp.
ASICS Kanetsu Sales Corp. ASICS Chubu Sales Corp. ASICS Chu-Shikoku Sales Corp.
ASICS Tohoku Sales Corp.
ASICS Kyushu Sales Corp.
（After restructuring） ASICS Corporation
ASICS Japan Corporation (Scheduled to be established on September 1, 2012)
ASICS Sales Corporation （Former company name：ASICS Sports Sales Corp.）
【ReferenceⅡ Global organizational chart after restructuring】
7
