Resonac Corporation. (9/24/24). "Press Release: Resonac Corporation Signs Contract to Transfer Shares of Minaris Regenerative Medicine Subsidiaries to Altaris". Zwingenberg.

	Organisation	Resonac (Group)
	Organisation 2	Altaris LLC (Altaris Capital Partners)
	Product	contract manufacturing (biologicals)
	Product 2	investment management

Resonac Corporation (President: Hidehito Takahashi, hereinafter called “REC”), announces that it has entered into a definitive share purchase agreement (hereinafter called “this deal”) to transfer all of the issued shares in Minaris Regenerative Medicine, LLC (hereinafter called “MRA”), Minaris Regenerative Medicine GmbH (hereinafter called “MRG”) and Minaris Regenerative Medicine Co., Ltd. (hereinafter called “MRJ”), (collectively, “Minaris”) to a fund managed by Altaris, LLC (collectively with its managed funds, “Altaris”). Altaris is an investment firm based in the United States with an exclusive focus on acquiring and building companies in the healthcare industry.

REC is a manufacturing company organized through the integration of Showa Denko K.K. and Showa Denko Materials Co., Ltd. in 2023. Minaris is a contract development and manufacturing organization that provides a broad range of cell therapy manufacturing services and regenerative medicine products (hereinafter called “Regenerative-medicine CDMO business”) for pharmaceutical and biotech customers globally with manufacturing facilities in Japan, the United States and Germany.

As we have stated in the “Long-term Vision for Newly Integrated Company (2021~2030)” on December 10th, 2020, the Resonac Group aims to contribute to sustainable global development as a global top-class functional chemicals manufacturer. To achieve this target, the Resonac Group has been revising and replacing its business portfolio and allocation of management resources. Under these circumstances, the Resonac Group considered carefully all alternatives concerning the future of its Regenerative-medicine CDMO business. As a result, the management of REC decided to pursue this deal with Altaris. Altaris has been investing in the healthcare industry for more than 20 years and has the sector expertise and resources to support Minaris in its next phase of growth. Therefore, the management of REC concluded that it is in the best interest of all stakeholders of Minaris, including Minaris’ business partners and employees, to pursue growth and expansion of the businesses under Altaris’ ownership.

The Resonac Group has defined its purpose as “Change society through the power of chemistry” and will pursue reforms as a co-creative chemical company with a view to build a better society through co-creation with like-minded stakeholders and communities and contribute to the development of a sustainable global society.

This deal is expected to close in the first quarter of 2025, subject to customary closing conditions.

The impact of the deal on Resonac Holdings Corporation’s consolidated performance is expected to be insignificant.

1. Overview of Minaris Regenerative Medicine, LLC
(1) Corporate name Minaris Regenerative Medicine, LLC
(2) Location 4 Pearl Court, Suite C, Allendale, NJ 07401, United States
(3) Representative Hiroto Bando, Director and CEO
(4) Scope of business Development of manufacturing methods, manufacturing of investigational products, and commercial manufacturing of regenerative medicine products
(5) Shareholder Resonac America, Inc(100%)*1

*1 Subsidiary of Resonac Corporation (100%)

2. Overview of Minaris Regenerative Medicine GmbH

(1) Corporate name Minaris Regenerative Medicine GmbH
(2) Location Haidgraben 5, 85521 Ottobrunn, Germany
(3) Representative Hiroto Bando, Director and CEO
(4) Scope of business Development of manufacturing methods, manufacturing of investigational products, and commercial manufacturing of regenerative medicine products
(5) Shareholder Resonac Corporation (100%)

3. Overview of Minaris Regenerative Medicine Co., Ltd.
(1) Corporate name Minaris Regenerative Medicine Co., Ltd.
(2) Location Shibusawa ABC Building #1, Ebisu-cho 1, Kanagawa-ku, Yokahama-shi, Kanagawa, 221-0024, Japan
(3) Representative Hiroto Bando, Representative Director and President
(4) Scope of business Development of manufacturing methods, manufacturing of investigational products, and commercial manufacturing of regenerative medicine products
(5) Shareholder Resonac Corporation (100%)

4. Overview of Altaris
(1) Corporate name Altaris, LLC
(2) Location 10 East 53rd Street, New York, NY 10022, United States
(3) Representatives George Aitken-Davies, Co-Founder and Managing Director
Daniel Tully, Co-Founder and Managing Director
Garikai Nyaruwata, Managing Director, Pharmaceuticals
(4) Scope of business Investments in healthcare businesses
(5) Establishment 2003

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81-3-6263-8002

Record changed: 2024-09-29