en.Wedoany.com Reported - Nippon Paint Holdings, listed on the Tokyo Stock Exchange Prime Market, has had its board of directors approve the reacquisition of the company's stake in its European automotive coatings business. The relevant share purchase agreement was signed on the day of the board resolution, with the transaction expected to be completed in October 2026. The business had previously been transferred to the company's major shareholder, Wuthelam Group, as part of a restructuring strategy announced in August 2021.
The acquisition price is approximately €47 million, equivalent to around ¥8.5 billion at an exchange rate of ¥181.4 per euro. The company expects the impact of this share acquisition on its consolidated results for the fiscal year ending December 31, 2026, to be minimal.
The transfer of the European automotive coatings business to Wuthelam Group in 2021 was intended at the time to have the controlling shareholder bear the financial risks and costs associated with restructuring. During Wuthelam Group's holding period, Nippon Paint Holdings continued to provide management support, dispatched management teams, and monitored the business's financial condition and operational performance.
The company stated that the European automotive coatings business has achieved a significant recovery in performance since the share transfer, through restructuring measures such as organizational changes. Repurchasing the business at this stage is the optimal decision to accelerate its global plans in the automotive coatings sector, aligning with the company's mission of "Maximization of Shareholder Value (MSV)" under its "Asset Assembler" business model.
As the counterparty is the controlling shareholder, Wuthelam Group, the transaction constitutes a transaction with the controlling shareholder. Nippon Paint Holdings has implemented a series of governance measures to ensure fairness and avoid conflicts of interest. The company obtained an independent share valuation report from unrelated Novances Corporate Finance, which was received on June 20, 2026. Additionally, the company established a special committee comprising three external independent directors—Masataka Mitsuhashi, Hisashi Hara, and Masayoshi Nakamura—to assess whether the transaction is disadvantageous to minority shareholders.
The special committee submitted its report on August 4, 2026, concluding that the transaction is reasonable from the perspective of maximizing shareholder value, the process is fair, and the appropriateness of the transaction terms has been ensured. Director Goh Hup Jin, who also serves as a representative of Wuthelam Group, did not participate in any deliberations, resolutions, or negotiations related to the transaction. The board resolution was unanimously approved by all attending disinterested directors.
