C00306-2017 |
Title of Each Class | Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding | |
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Common Shares | 3,312,864,430 |
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Subject of the Disclosure |
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Execution of a Joint Venture Agreement between Stores Specialists, Inc and Ryohin Keikaku Co. Ltd. (RKJ) |
Background/Description of the Disclosure |
Stores Specialists, Inc., a wholly owned subsidiary of SSI Group, Inc. (SSI), has entered into an agreement with Ryohin Keikaku Co. Ltd. (RKJ) to form a joint venture company (JVC) to further develop the MUJI retail business in the Philippines |
Date of Approval by Board of Directors | Jan 20, 2017 |
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Date of Approval by Stockholders, if applicable | N/A |
Description and nature of the transaction including the timetable for implementation, and related regulatory requirements |
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Stores Specialists, Inc. will have a 51% stake in the JVC, while RKJ shall have a 49% stake. The JVC is expected to commence operations on April 1, 2017. The JVC shall own and operate MUJI stores in the Philippines. |
Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction |
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The joint venture with RKJ is expected to strengthen the MUJI brand in the Philippines and enable cost efficiencies. |
Amount of investment and/or interest by the parties involved |
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SSI shall invest PhP89,250,000 for a 51% stake in the JVC, while RKJ shall invest PhP85,750,000 for a 49% stake in the JVC. |
Provisions on profit-sharing, arrangements on management and operations |
Any profits from the JVC shall be distributed pro-rata to the ownership in the JVC of each of Stores Specialists, Inc. and RKJ. Stores Specialists, Inc. shall provide the JVC with operational knowledge and apparel and retail sales expertise specific to the Philippines, while RKJ shall provide the JVC with brand management expertise and retail experience specific to the MUJI brand. |
Conditions precedent to closing of transaction, if any |
Obtainment, by RKJ, of a certificate of pre-qualification as a foreign retailer from the Board of Investments |
Other salient features of the joint venture agreement |
The JVC shall be named MUJI Philippines Corp. |
Effect(s) on the business, financial condition and operations of the Issuer, if any |
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The joint venture with RKJ is expected to strengthen the MUJI brand in the Philippines and enable cost efficiencies. |
Other Relevant Information |
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Name | Margarita Atienza |
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Designation | Vice President |