Annual Report 2012
Transcription
Annual Report 2012
Annual Report 2012 Year Ended March 31, 2012 Creativity and Innovation Company Profile Continually Providing Innovative Healthcare and Lifestyle Solutions Consumer Products Business The Consumer Products Business is the Group's mainstay business involving the planning, research and development, manufacturing and sales of proprietary products both in Japan and overseas. The business entails seven categories and 150 brands. Health Care Division Discovering, creating and providing solutions that meet the latent needs of our customers The Kobayashi Pharmaceutical Group has produced a series of “products that lead to new markets” which greatly contribute to the health, comfort and convenience of people and society, under the brand slogan of “You Make a Wish and We Make it Happen.” Moving forward, we will continue to display the spirit of “Creativity and Innovation” in our work processes and develop products from a customer-centric perspective. This, coupled with our pursuit of manufacturing high quality products that fulfill the high expectations of our customers, will enable the Kobayashi Pharmaceutical Group to continue to create and cultivate new markets. Breakdown of Net Sales Breathcare Household Division The Household Division supports new lifestyle habits and is pushing ahead with the creation and expansion of new markets through development, production, and sales in four categories including deodorizing air fresheners, sanitary products, household Ekitai Bluelet sundries, and body warmers. Okudake Netsusama Sheet Mail Order Business Consumer Products Business ¥109.2 billion Fiscal year ended March 2012 Net Sales Mail Order Business ¥10.3 billion Eyebon Note: Intra-company transactions excluded. Other ¥1.1 billion Medical Devices Business ¥10.4 billion The Health Care Division addresses the need for improved quality of life through development, production, and sales in three categories including OTC pharmaceuticals, oral hygiene products, and food products. In recent years, the division has focused on new product development using kampo medicines. Health Care Division ¥45.0 billion The Mail Order Business involves sales of products such as nutritional supplements and skincare products via telephone and the internet. The business was established as a new business segment in the fiscal year ended March 31, 2011 because of its growth to near ¥10 billion in net sales. Glucosamine & Collagen Set Aloe Ikumo Eki ¥131.1 billion Household Division ¥64.1 billion Medical Devices Business The Medical Devices Business is operated by Kobayashi Medical Co., Ltd.1, an equity-method affiliate that imports and sells medical devices sourced overseas in Japan and Medicon Inc.2, an equity-method affiliate that imports and sells medical devices sourced from US firm C. R. Bard, Inc. in Japan. Acu-Loc 1 80% of the shares in Kobayashi Medical Co., Ltd., were transferred to Mitsubishi Corporation on May 31, 2012. 2 A joint venture with US firm C. R. Bard, Inc. Bard I.C. Silver Foley Tray 1 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 Table of Contents Company Profile .......................................................... 1 Kobayashi Pharmaceutical’s Business Model ........... 3 Financial Highlights ...................................................... 5 A Message to Our Shareholders and Investors ......... 7 Interview with the President ........................................ 9 Special Feature Overseas Business ........................ 13 Business Overview Net Sales / Operating Income (¥ Billion) 150.0 100.0 112.6 110.9 115.5 112.4 110.7 50.0 18.0 2009 2008 Net Sales 16.5 15.9 0 2010 18.9 2011 18.3 2012 Overseas Business ................................................. 21 Mail Order Business .................................................. 22 Medical Devices Business ........................................ 23 Corporate Governance ................................................ 24 Directors, Corporate Auditors and Executive Officers ... 26 CSR Initiatives .............................................................. 27 Management’s Discussion and Analysis .................... 31 Operating Income Overseas Business The Overseas Business sells body warmers and cooling gel sheets in over 20 countries around the world. Consumer Products Business Health Care Division ............................................... 17 Household Division ................................................ 19 Consolidated Financial Statements ............................ 37 Report of Independent Auditors ................................. 63 History .......................................................................... 64 Group Companies ........................................................ 65 Corporate Data / Investor Information ....................... 66 Nuan Bao Bao KOOL FEVER Founded as a Wholesaler and Transformed into a Developer as well as Manufacturer of Proprietary Medicine Net Sales / Operating Income (¥ Billion) 15.0 10.0 5.0 10.3 9.8 8.8 7.6 6.2 0.3 0 – 0.4 –5.0 2008 Net Sales – 0.4 2009 0.1 – 0.2 2010 2011 2012 Operating Income Kobayashi Pharmaceutical was established in 1886 as a wholesaler of Western liquors, cosmetics and general merchandise. Two years later, the company launched its Pharmaceuticals Division. In 1895, the company established the Proprietary Pharmaceutical Sales and Manufacturing Division with the purpose of creating medicines that would contribute to society’s overall health. The division commenced the development and manufacture of 10 proprietary pharmaceuticals that included “Tamushichinki,” a medicine for athlete’s foot. This marked the beginning of Kobayashi Pharmaceutical’s unwavering ambition to continually meet the challenge of developing products that provide people and society with comfort. Founder Chubei Kobayashi Net Sales / Operating Income (¥ Billion) 15.0 10.0 11.3 10.7 12.1 12.1 10.4 10 pharmaceuticals released in 1894 5.0 0.1 0 –5.0 –0.4 2008 Net Sales 0.2 Originally founded as Kobayashi Seidaido, an unlimited partnership company 0.2 –0.5 2009 Operating Income 2010 2011 2012 Forward-looking Statements Plans, strategies, beliefs and other statements concerning future business operations of the Kobayashi Pharmaceutical Group included in this annual report are forward-looking statements based not on historical facts but on management’s assumptions and beliefs in light of information currently available. These forward-looking statements include risks, known and unknown, and uncertainties. Actual management achievements and business results may therefore differ significantly from forecasts in this annual report. KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 2 Kobayashi Pharmaceutical’s Business Model Continuing to Maintain a High Market Share and High Profitability by Creating and Expanding New Markets Generating New Markets First, we discover a niche located between existing market segments where we see a clear latent need. Market A (old market) Market B (old market) 1 New Market Market C (old market) Market D (old market) Products that lead to new market 1969 Bluelet Next, we go about developing “products that lead to new markets” to transform the dreams of our customers into reality. Market launch Novel concept product 100% Share 2 Expanding Markets First, prominent markets initially created by Kobayashi Pharmaceutical expand with the entrance of various competitors. In response to this, we expand our existing product lineup by releasing a new novel product(s) that outperforms competitors’ offerings and helps to further expand demand. A novel toilet bowl cleaner hung from the tank of a flush-toilet. We released Bluelet in anticipation of future demand during a time when less than 30% of Japanese households had a flush toilet. The novelty of this product’s pleasant fragrance and blue colored water helped it to garner much attention. 1986 Competitor product Bluelet Okudake Market launch In order to eliminate the hassle of removing the toilet tank lid to hang Bluelet, we launched a novel product featuring the same cleaning capabilities but in a package that can simply be placed in the sink of the toilet tank lid (a toilet design unique to Japan). Bluelet Okudake instantly became an essential item in every Japanese household. Enhance convenience and user experience Competitor product 1991 Bluelet Dobon Competitor product Amid growing diversification in toilet function and performance, Kobayashi Pharmaceutical developed Bluelet Dobon, a new addition to the successful Bluelet franchise placed inside the toilet tank. A colorless cleaner type was also added to the lineup to broaden the range of products on offer to customers. Market launch Expand selection Competitor product 3 Market Maturity To increase market share and activate mature markets we introduce a variety of products that offer further value-added features, helping to expand and strengthen the brand. 3 Product that stimulates consumer demand Product that expands and strengthens the brand 2001 Ekitai Bluelet Okudake Competitor product Market launch Competitor product KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 Further improve the brand’s lineup We developed a novel liquid-type Bluelet that cleans more effectively and with more foaming action. The product lineup was then expanded to include Bluelets featuring bleach cleaning power as well as Bluelets that come in a variety of different exciting fragrances, enabling consumers to customize their bathroom environment to their liking. Kobayashi Pharmaceutical’s “Idea Development”—Creating New Markets 1. Speed in Development (Concurrent Development) Speed in development refers to the commercialization of products at a faster pace by performing the normally sequential procedures of product planning, research and development, trial production, quality assurance, and production preparation in parallel. In addition, we are also examining collaboration with other companies as well as M&A for the necessary seeds of product development, including raw materials and production systems. 2. Idea Meetings Involving Senior Management Persons in charge of development in each category give a presentation on ideas to senior management on a monthly basis. This is where ideas are narrowed and decisions are made on whether a new idea will proceed on to product development. Kobayashi Pharmaceutical's Speed in Development (Concurrent Development) Conventional development process Product planning Research and development Trial production Quality assurance Production preparation Commercialization Kobayashi Pharmaceutical’s development process Shortened time frame Product planning Research and development Commercialization Trial production 3. Employee Proposal System Quality assurance This system allows any employee to make a proposal on new product ideas and ideas for enhancing an existing product. First instituted in 1982, this system generates over 10,000 proposals each year. Average time for development around 13 months Production preparation (excluding OTC pharmaceuticals) Some of our new products launched in the fiscal year ended March 2012 External medicine for scars Cold spray for the inside of shoes Medicated toothpaste for customers bothered by gingival recession Attonon Kutsu Cool Tomarina P17 P19 P17 Skin moisturizing cosmetics Hifmid (Moisture Foundation) Hifmid (Face powder) P22 Nutritional supplement for consumers looking to maintain their healthy appearance for long periods of time Resveratrol P22 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 4 Financial Highlights Net Sales Operating Income / Operating Income to Net Sales Ratio (¥ Billion) 300.0 (¥ Billion) 20.0 228.8 18.5 15.8 15.0 200.0 125.6 129.1 130.8 131.1 100.0 (%) 10.0 5.0 0 12.6 17.0 13.2 14.2 14.7 8.1 0 2008 2009 2010 2011 2012 2008 Note 1 2009 2010 (¥ Billion) 12.0 15 9.0 10 6.0 5 3.0 0 0 2012 (%) 11.7 10.0 8.8 8.5 7.0 9.2 9.3 7.2 7.1 8.9 7.5 5.0 2.5 3.7 0 2008 2009 Net Income Operating Income Operating Income to Net Sales Ratio 2010 2011 2012 Net Income to Net Sales Ratio Note 2. “Accounting Standards for Measurement of Inventories” has been applied since fiscal 2009. As a result, the valuation of inventory and the valuation/disposal loss have been booked as cost of sales rather than as non-operating expenses and extraordinary losses, which led to a decline in operating income. 2003 2004 For the Year 2005 2006 2007 Millions of yen Net Sales Cost of sales Gross profit Selling, General and Administrative Expenses Operating Income Income before Income Taxes and Minority Interests Net Income Cash Flows from Operating Activities Free Cash Flows 1 Depreciation and Amortization Capital Expenditures 2 Research and Development Costs 210,922 141,675 69,247 53,394 15,852 12,839 6,605 211,670 141,388 70,282 54,159 16,123 11,825 6,677 215,708 143,912 71,795 56,096 15,698 12,769 6,730 246,852 167,239 79,613 62,734 16,879 14,009 7,474 257,022 172,304 84,717 66,688 18,029 16,038 8,297 12,046 11,770 6,971 4,613 8,364 4,428 13,159 6,745 8,833 (2,970) 3,480 2,631 1,785 3,350 2,441 2,010 3,239 5,020 2,115 3,414 2,797 2,377 3,375 2,229 2,476 77,315 27,758 65,925 9,936 49,267 125,679 11,390 7,859 80,030 24,567 64,297 9,093 54,454 128,326 15,733 5,417 86,704 25,003 65,007 8,959 60,116 134,629 21,697 3,034 98,906 22,788 72,040 10,175 66,811 151,945 26,866 1,633 102,102 22,279 77,028 10,291 77,236 164,555 25,074 3,414 231.25 21.0 1,747.98 157.25 21.0 1,307.16 160.64 33.0 1,443.30 179.17 38.0 1,617.10 200.77 50.0 1,799.87 32.8 7.5 3.1 117.3 10.5 14.1 39.2 0.16 33.2 7.6 3.2 124.5 11.1 12.9 42.4 0.10 32.3 6.8 3.0 137.3 10.6 11.8 44.0 0.02 33.0 7.0 3.2 132.6 9.5 11.7 45.2 0.05 At Year-end Millions of yen Current Assets Property, Plant and Equipment, Net Current Liabilities Long-term Liabilities Total Net Assets 3 Total Assets Working Capital 4 Interest-bearing Debt Per Share Data Yen Net Income Cash Dividends Net Assets Financial Ratios % Gross Profit to Net Sales Ratio Operating Income to Net Sales Ratio Net Income to Net Sales Ratio Current Ratio ROA ROE Equity Ratio Debt-equity Ratio (times) 5 1 Free cash flows = Cash flows from operating activities + Cash flows from investing activities. 3 Total Net Assets in 2006 and preceding years does not include minority interests. 5 Debt-equity ratio: Interest-bearing debt at the fiscal year-end divided by Shareholders’ equity. KOBAYASHI Pharmaceutical Co., Ltd. 2011 20 Note 2 Note 1. The removal of the Wholesale Business from the scope of consolidation in a stock swap in January 2008 resulted in a significant drop in sales, however the impact on income was minimal. 5 18.6 19.2 Net Income / Net Income to Net Sales Ratio Annual Report 2012 33.3 7.3 3.1 133.4 10.8 11.7 44.7 0.05 2 Capital expenditures as shown in Segment Information in the Notes to Consolidated Financial Statements . 4 Working capital: Current assets at the fiscal year-end minus Current liabilities. Years ended March 31 Total Assets / Total Net Assets / Equity Ratio 77.1 76.3 84.6 91.3 101.8 (%) (¥ Billion) 150.0 122.4 125.2 131.9 134.3 147.8 100 75 100.0 50.0 63.0 60.9 64.0 2008 2009 2010 68.8 67.9 0 Total Assets 2008 2011 Total Net Assets 50 Cash Dividends per Share / Payout Ratio (Yen) 100 26.3 27.4 28.9 62 66 75 54 50 58 27.2 78 (%) 30.0 (%) 20 22.5 15 12.4 11.2 15.0 25 25 0 0 2008 Equity Ratio 2009 2010 Cash Dividends per Share 2010 2011 7.5 5 0 0 2012 2008 Payout Ratio 2011 ROE 2012 Millions of yen 13.3 14.3 10 10.9 11.5 2012 2009 26.9 ROE / ROA 2009 11.5 2010 10.6 2011 14.2 12.2 2012 ROA % Change 2012 % Thousands of U.S. dollars 228,826 147,638 81,187 62,611 18,576 15,800 8,504 125,693 57,013 68,679 52,861 15,818 16,270 8,853 129,184 57,295 71,889 54,848 17,041 14,553 9,250 130,824 56,184 74,640 56,019 18,621 13,178 9,336 131,167 54,636 76,531 57,233 19,298 19,822 11,726 0.3 (2.8) 2.5 2.2 3.6 50.4 25.6 1,595,900 664,753 931,147 696,350 234,797 241,173 142,669 12,192 5,767 12,849 11,467 15,319 10,618 13,168 4,789 17,250 14,321 31.0 199.0 209,880 174,243 3,765 2,895 2,813 4,214 3,468 3,361 4,257 3,562 3,962 4,155 2,347 4,069 3,232 2,213 4,386 (22.2) (5.7) 7.8 39,324 26,925 53,364 66,069 15,236 37,940 7,286 77,182 122,409 28,128 726 73,172 17,618 39,834 9,011 76,364 125,210 33,337 645 85,209 14,779 39,025 8,344 84,603 131,972 46,184 1,708 88,837 14,156 34,525 8,488 91,343 134,356 54,312 26 102,538 13,628 37,791 8,221 101,879 147,891 64,747 5 15.4 (3.7) 9.5 (3.2) 11.5 10.1 19.2 (79.6) 205.62 54.0 1,863.24 215.89 58.0 1,861.14 225.88 62.0 2,061.79 227.98 66.0 2,226.42 286.36 78.0 2,484.08 25.6 18.2 11.6 35.5 8.1 3.7 174.1 10.9 11.2 63.0 0.01 54.6 12.6 7.0 183.7 12.4 11.5 60.9 0.01 57.1 14.2 7.1 257.3 14.3 10.6 67.9 0.0003 58.3 14.7 8.9 271.3 14.2 12.2 68.8 0.00005 Millions of yen % Yen Thousands of U.S. dollars % 1,247,572 165,811 459,800 100,024 1,239,555 1,799,379 787,772 61 U.S. dollars 3.48 0.95 30.22 % 55.6 13.2 7.2 218.3 13.3 11.5 64.0 0.02 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 6 A Message to Our Shareholders and Investors As a development-based company, we will establish a solid operating base and continue to enhance our corporate value. Now is the time to demonstrate the spirit found in our management philosophy of “Providing People and Society with Comfort” In the fiscal year under review, Japan’s economic future remained one of uncertainty due to the downturn in business activities and consumers’ conservative spending habits resulting from the Great East Japan Earthquake that occurred on March 11, 2011 as well as the ensuing nuclear accident at the Fukushima Daiichi Nuclear Power Plant and power supply shortages. We believe now is the time to put our management philosophy Yutaka Kobayashi Kazumasa Kobayashi President and Chief Operating Officer Chairman and Chief Executive Officer 7 KOBAYASHI Pharmaceutical Co., Ltd. of “providing people and society with comfort” into greater practice. In the aftermath of these disasters, we focused all of our efforts on restoring operations at Sendai Kobayashi Pharmaceutical Co., Ltd., a manufacturing base of the Group damaged in the quake, as well as strived to maintain a stable supply of our products by manufacturing products at alternative production sites to make up for the shortage from the Sendai location. As a result of the Group’s collective efforts, our production system returned to pre-quake levels in June 2011. In addition, we also strived to activate the market by providing products and services that create new markets in awakening potential needs in customers. Annual Report 2012 As a result, net sales increased to ¥131,167 million, up 0.3% year on year, while net income totaled ¥11,726 million, a 25.6% increase over fiscal 2011, marking our fourteenth consecutive fiscal year of an increase in net income. Aspiring to further maximize corporate value Under the slogan of “You Make a Wish and We Make it Happen,” the Kobayashi Pharmaceutical Group is a development-based company that creates new markets through the development of new products that meet consumer needs. Our fundamental approach to developing new products begins with needs (customers) rather than seeds (technology). Over the years, the Group has grown by searching for potential needs that even our customers themselves sometimes are not aware of, and turning these into products. Our greatest strength lies in the creation of a one-of-a-kind new market, also known as a niche market, and the expansion of these markets. At the same time, as the Group provides products and services, it must not forget about advancements in quality. Once a product does not live up to the customer’s expectations, the company may lose the loyalty of that customer, which could result in that customer avoiding the company’s other products in the future. To prevent this scenario, we have established a corporate culture that is absolutely devoted to quality under the credo that quality is the life of a company, and have asked all employees to adopt a sense of thorough persistence towards quality in their provision of products and services. Accordingly, we strive to win customers’ trust and build strong reputations for our products where customers will see the Kobayashi brand itself as a seal of safety. In order to achieve continued growth, it is essential to expand the Overseas Business and the Mail Order Business. As such, we will aggressively invest in these businesses in aiming to raise sales. Through implementing the above measures, we hope to expand our business globally and further elevate our corporate value. Building upon “Jikko Ketsujitsu” and evolving into a company capable of continuous growth In order to take a major leap forward in our growth businesses, namely the Overseas Business and the Mail Order Business, we have continued to operate under the mantra “Jikko Ketsujitsu” following efforts in the fiscal year ended March 31, 2012. The concept of “Jikko Ketsujitsu” refers to the determination to tenaciously produce and achieve results while remaining aware of our goals and targets. This also embodies the continual implementation of the Plan-Do-Check-Act (PDCA) cycle, which includes stringent inspections and improvements. By building on this “Jikko Ketsujitsu” process, we are committed to establishing a solid business structure capable of continuous growth. Under the basic policy of “Jikko Ketsujitsu,” we have developed the following four pillars of management for the fiscal year ending March 31, 2013. 1. Strengthen operating base 2. Invest in growth businesses 3. Foster a corporate culture of Jikko Ketsujitsu 4. Enhance the Kobayashi Pharmaceutical Group’s brand Strengthening our operating base involves establishing a solid operating framework through maximizing efforts in the development of new products, which form the basis of business growth, and enhancing existing brands, which form the foundation of our business. In terms of investing in growth businesses, we will take a proactive stance to invest in our growth businesses, which include the Overseas Business as well as the Mail Order Business, to achieve a giant leap forward. The corporate culture of Jikko Ketsujitsu involves steadfast implementation of the PDCA cycle to reach all of our goals in becoming a Group with true tenacity in producing and achieving results. Enhancing the Kobayashi Pharmaceutical Group’s brand entails thorough compliance from all employees and pursuit of quality from a customer-centric standpoint and social contribution activities, as part of our efforts to enhance our corporate value. Thank you for your understanding and continued support of the Kobayashi Pharmaceutical Group. August 2012 Chairman and Chief Executive Officer President and Chief Operating Officer KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 8 Interview with the President Overview of fiscal 2012 and Outlook for fiscal 2013 Yutaka Kobayashi President and Chief Operating Officer Q A What were the results for the fiscal year ended March 31, 2012? We recorded our highest ever net income and achieved an increase in income and sales, despite a challenging operating environment. In the fiscal year ended March 31, 2012, we achieved an increase in income and sales, despite the ongoing difficult operating environment. While our production site at Sendai Kobayashi Pharmaceutical Co., Ltd., suffered damage in the Great East Japan Earthquake that occurred on March 11, 2011, our production system returned to pre-quake levels by June 2011. However, as a portion of the deodorizing air fresheners produced by the company was subjected to a shipping quota that restricted the amount shipped in one day, sales of deodorizing air fresheners in the first half decreased by 6.6% compared to the previous fiscal year. This also lowered our market share. In order to recover from this downturn, we strengthened our sales and promotional activities in the latter half of the fiscal year, nearly regaining our pre-quake market share by the end of the fiscal year under review. On the other hand, as a result of power supply shortages and increased consumer awareness toward energy conservation, sales of our heat relief remedies and body warmers increased to ¥131,167 million, up 0.3% year on year. Operating income also rose 3.6% over fiscal 2011 to ¥19,298 million, and net income totaled ¥11,726 million, a 25.6% increase over fiscal 2011, marking a record high and our fourteenth consecutive fiscal year of an increase in net income. In addition, we increased our dividend per share* for the thirteenth consecutive fiscal year, to ¥78 per share, consisting of a ¥35 second quarter dividend and ¥43 year-end dividend. * A 1:1.5 share split was executed in the fiscal year ended March 31, 2004. 9 We will focus on increasing sales of our Overseas and Mail Order businesses in order to achieve further growth. KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 Q A How did each business segment perform? Greater profits realized in our Mail Order and Consumer Products businesses. In our mainstay Consumer Products Business, comprised of the Health Care and Household divisions, we saw significant growth in the health care area including OTC pharmaceuticals and oral hygiene products in Japan. In particular, sales of new products such as Attonon, an external medicine for scars, and Tomarina, a medicated toothpaste for customers bothered by gingival recession, grew steadily. In addition, existing products also contributed to net sales, including women’s health medicine Inochi No Haha A, and Shouyou, a medicated toothpaste that helps prevent gingivitis and periodontitis. Furthermore, as the need for energy conserving measures increases, heat relief remedies such as Netsusama Sheet, a cooling gel sheet, Natsusama Hinyari Gel Mat, a cooling gel mat, and Shirt Cool, a long-lasting cool spray for clothes, as well as body warmers for the winter have seen solid sales growth. While sales of body warmers in the United States decreased due to a warm winter, sales in China increased significantly as a result of focused marketing activities aimed at enhancing the product’s visibility. Moreover, sales of Netsusama Sheet and Ammeltz, an external anti-inflammatory, increased in Hong Kong and the Southeast Asia region. As a result, net sales for the Consumer Products Business rose 1.5% year-on-year to ¥112,424 million for both domestic and international markets. Of this, growth of net sales in the Overseas Business rose 4.8% to ¥8,100 million. Due in part to aggressive domestic marketing, including advertising and sales promotion activities in the second half of the fiscal year, operating income decreased 3.4% to ¥18,317 million. The Mail Order Business, which entails the sale of nutritional supplements and skin care products in Japan, saw its net sales exceed the ¥10,000 million mark for the first time ever, achieving a 5.1% increase year-on-year to ¥10,381 million. On the other hand, as a result of aggressive sales promotion activities involving mainly advertising and direct mailing to gain new customers and prompt existing customers to continue buying, operating income fell to ¥132 million, a 57.4% year-on-year decrease. However, we continued to remain in the black since the fiscal year ended March 31, 2011. In our Medical Devices Business, we decided to adopt a selection-and-concentration approach to focus on areas related to operating rooms and orthopedics, which are expected to grow in the Japan market. In addition, as of July 31, 2011, the Kobayashi Pharmaceutical Group sold 100% of its shares in eVent Medical, Inc. of the United States, a company engaged in the production of artificial ventilators, in a management buyout deal. As a result, eVent Medical, Inc. is no longer a consolidated subsidiary. Due to this change, net sales decreased 14.0% year-on-year to ¥10,476 million, but operating income increased 16.0% to ¥292 million. In addition, in order to reduce product disposal costs and the return rate, we controlled volumes and carefully analyzed previous results and sales forecasts for new products, seasonal products, and exclusive products. As a result, product disposal costs were reduced by ¥200 million to ¥1,800 million, while the product return rate improved 0.1 percentage points over the previous fiscal year to 2.5%. generate ideas from an entirely novel perspective at the idea meeting involving each category’s brand manager, those from development, research and development, and technical development, and the executive team. This is because at meetings members only review ideas separately for each existing category. In addition, as members involved in product development departments are also responsible for revamping and adding to existing products, we lacked a specialized team focused on new product development. Consequently, in April 2010 we created the New Product Development Group within the Health Care Division. This organization is not confined to the categories of OTC pharmaceuticals or oral hygiene products, but is responsible solely for the development of new health care products, including those in new categories. Following this, as revolutionary ideas are gradually being generated within this group, we also established the New Product Development Group within the Household Division in April 2012. Going forward, we will continue to develop new products that will create new markets under this system in aiming to enhance our new product contribution rate. Q A Since Japan’s economic future remains uncertain and consumers remain conservative in their spending habits or seek out low-priced items, we expect a challenging environment to persist. From a global standpoint, while the European debt crisis remains unpredictable, the economy in China and the rest of Asia is expected to continue to grow. Against this backdrop, the Kobayashi Pharmaceutical Group will focus its efforts on developing new products with added value that will provide joy to customers by uncovering their potential needs. In addition, we will further reinforce our operating base by developing and steadily implementing a marketing plan aimed at further growth for our existing brands. For the domestic market in particular, we will expand the product lineup for heat relief remedies and body warmers in response to growing awareness toward energy conservation. We will also step up our interaction with customers such as through aggressive sales promotion activities at storefronts. Q A What measures will you take to enhance the new product contribution rate? Specialized team for new product development established within the Health Care and Household divisions. As a market-creating, development-based company, the Kobayashi Pharmaceutical Group is committed to constantly developing new products under the brand slogan “You Make a Wish and We Make it Happen.” Unfortunately, however, the new product contribution rate (net sales of new products as a percentage of total net sales) in this fiscal year under review is the lowest we have ever seen at 5.1%. This is due to the increase in total net sales of products, including existing products, which caused a relative decrease in the new product contribution rate. Furthermore, it is becoming more difficult to Consolidated Earnings Trends Fiscal year Fiscal year Fiscal year ended ended ending March 31, 2011 March 31, 2012 March 31, 2013 Actual Actual Forecast (¥100 million) 100 (%) 5 1,311 1,320 4 Net Income 186 192 93 117 200 125 3.3 60 40 Operating Income New Product Contribution Rate (%) 40 4.2 80 3.2 1,308 We will strengthen our operating base as a development-based company and expect to increase net income for the fifteenth consecutive term. Loss on Disposal / Rate of Goods Returned (¥100 million) Net Sales What is the management environment in the fiscal year ending on March 31, 2013 and what are your earnings forecasts? 2.6 2.5 42 26.7 3 18.0 20 29 20 18 2011 2012 1 0 0 2008 29.4 29.5 2 22 20 30 2009 Loss on Disposal 2010 Rate of Goods Returned 10 9.0 7.4 8.3 2009 2010 15.3 5.3 5.1 2011 2012 0 2008 First Year First Four Years KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 10 customers, conduct development and improve products to suit that country or region’s needs, as well as implement locally-rooted sales strategies. Furthermore, we aim to invest proactively in marketing that will enhance the visibility of our products, such as through television commercials, in order to increase sales. In addressing growing demand in China, where the market is expected to expand further, we established Hefei Kobayashi Daily Products Co., Ltd. in Anhui Province in April 2012, with a new factory under construction that is expected to be completed in September 2013. In addition, in January 2012, we completed the acquisition of Grabber, Inc., a body warmer manufacturer in the United States that has strong distribution ties with hunting and sporting goods specialty stores. Following this, we aim to further increase our sales of body warmers in the United States. By steadily implementing the above plans, we aim to push our net sales in the Overseas Business over the ¥20,000 million mark in the fiscal year ending March 31, 2015. Meanwhile, in the Japan market, we expect to see continued growth by exploring new channels, such as our Mail Order Business. The Group considers the Mail Order Business as another one of its growth businesses and is striving to boost its sales. In order to expand the Mail Order Business, it is imperative to win over new customers as well as promote continued purchases of our products among existing customers. With that in mind, starting in fiscal 2013, we will shift our marketing focus from conventional advertisements in newspapers and flyers to television commercials and Internet ads. While our current customer base in the Mail Order Business consists mainly of consumers over the age of 50, through this shift, we can expect to see an expansion in our customer base. Furthermore, we will proceed with the development and sales of Category 3 OTC pharmaceuticals as a new product category, in addition to stepping up the development of new products, focused on nutritional supplements and skin care products. From there, we Furthermore, we aim to enhance sales of products including body warmers and Netsusama Sheet in Asia, which continues to see robust economic growth. We will accurately identify the needs of local customers to develop, improve, and actively promote products that suit the needs of each local region or country. Meanwhile, in the Medical Devices Business, as of May 31, 2012, 80% of Kobayashi Medical Co., Ltd.’s shares have been transferred to Mitsubishi Corporation. As a result, this consolidated subsidiary is now an affiliate accounted for by the equity method. Following these initiatives, we expect our net sales for the next fiscal year to rise 0.6% year-on-year to ¥132,000 million, operating income to increase 3.6% to ¥20,000 million, and net income for the fiscal year to increase 6.6% to ¥12,500 million, marking our fifteenth consecutive term of an increase in net income. We expect our dividend per share to remain the same as the current fiscal year under review at ¥78 per share. Q A What business will grow and what areas will the Group focus on in terms of investment allocation? We are committed to expanding our operations with proactive investments in our Overseas and Mail Order businesses. As it has already reached a mature stage, the Japan market will likely not see dramatic growth going forward. As such, for many Japanese companies, bringing their business to the world stage will be the key to their future expansion. The Kobayashi Pharmaceutical Group also places the Overseas Business as one of its growth businesses. With a goal of reaching the ¥20,000 million mark in net sales in our Overseas Business by the fiscal year ending March 31, 2015, we are taking a proactive stance in investment in order to increase our net sales. As one of the strategies for our global expansion, we aim to establish a global brand in each of the six categories that include Heat, Cool, Wipe, Oral, Scent, and Medicine, in cultivating new lifestyle trends in international markets. Another strategy we will employ is to promote localization. We perceive the growth of emerging markets, such as those in the Southeast Asia region, as an immense business opportunity, and have set up a framework within the Asia region by establishing local subsidiaries in Malaysia in October 2011, in Taiwan in November 2011, and in Indonesia in April 2012. The staff at these local subsidiaries can and will accurately identify the needs of local Cash Dividends per Share / Payout Ratio (¥) 100 26.3 26.9 27.4 28.9 27.2 78 80 (%) 30 18 60 40 12 40 20 6 20 0 0 54 58 66 Establish a global brand within each of the six categories Promote localization Aggressive M&A Mail Order Business Enhance advertisements using television and the web Develop and release Category 3 OTC pharmaceuticals Aggressive M&A Overseas Business Net Sales 80 62 Overseas Business Mail Order Business Net Sales (¥100 million) 100 24 60 Management Plan for Overseas Business and Mail Order Business (¥100 million) 120 78 62 65 81 65 100 88 80 60 98 103 76 62 40 0 2008 2009 2010 Cash Dividends per Share 11 2011 2012 Payout Ratio KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 20 0 2008 2009 2010 2011 2012 2008 2009 2010 2011 2012 aim to create stories to associate with our products to further appeal to customers. In addition, we will take advantage of the inherent feature of the Mail Order Business to communicate directly with consumers and deepen our relationship of trust with customers. With that, we hope to achieve net sales of over ¥20,000 million by the fiscal year ending March 31, 2015. Furthermore, we will also continue to enhance our capabilities in the field of kampo (Chinese herbal medicines). In April 2012, the Kampo Technical Development Department was established to stabilize the supply of kampo and reduce costs by cultivating direct procurement channels for raw ingredients and developing in-house herbal extract distillation capabilities. As for M&A aimed at accelerating our growth, we are looking to take an aggressive approach, while conducting risk analysis and validating the effectiveness of potential deals. Q A What types of CSR initiatives are you taking? We are striving to enhance our quality, ties with the customer, and compliance. In the fiscal year under review, we focused our CSR efforts on pursuing quality, deepening ties with customers, and strengthening compliance. As the pursuit of quality embodies the essence that quality is the life of a company, we persistently strive to improve our product quality from a customer-centric viewpoint. In particular, in recent years demand is on the rise for so-called “easy to use and dispose of products,” such as products with a universal design that is easy and safe for all consumers to handle, and container designs that allow easy separation during waste disposal. As such, in addition to the quality of the product itself, we believe it is important to develop products that will meet consumer needs throughout all stages of use, from purchase to disposal. Furthermore, we have established a Quality Assurance Policy which provides guidelines on quality that all employees must follow. We will steadily implement this policy to inspire ownership in our product quality in providing products and services to our customers. In our effort to deepen ties with customers, we held the 1 yen no Omoi Campaign from June 1, 2011 to March 31, 2012 in support of the earthquake recovery effort. In this campaign one yen will be contributed to the Kobayashi Pharmaceutical Group Aoitori Fund for every one of our products purchased. Thanks to the support and cooperation of customers, the campaign collected a total of ¥290,564,930. This amount was then topped off with a contribution from the Group for a total of ¥300 million, which was donated to ten towns and cities affected by the disaster. In addition, employees conducted volunteer activities as another one of our initiatives to support the recovery effort. Volunteer events included cleaning of restrooms in evacuation centers, hosting community fairs for children in disaster-affected areas, and hosting of a Christmas party at local nurseries and kindergartens. Through such efforts reflective of the Kobayashi Pharmaceutical Group, we sent out our regards to people in the area hoping to put a smile back on their face. As the disaster-affected areas still require further assistance, we are committed to continuing with these efforts going forward. As for strengthening compliance, we aimed to increase awareness of compliance among all Group employees through regular compliance training for all executive officers and all management level employees as well as monthly Compliance e-Learning Sessions for all employees. In the fiscal year ended March 31, 2012, several Japanese companies faced management crises due to scandals related to their corporate governance. At the Kobayashi Pharmaceutical Group, each executive officer’s role is clearly defined. As the President, my role is to carry out business operations, while the chairman is to fulfill a supervisory role as a management auditor. Furthermore, one outside director and two outside auditors actively provide comments to the board of directors and board of corporate auditors. Going forward, we will continue to strive to gain the trust of our stakeholders, which forms the basis for maximizing the Kobayashi Pharmaceutical Group’s corporate value. Q A Do you have a message for shareholders and investors? We will achieve future growth with management that “thinks ten steps ahead.” Time is now progressing so fast that we are using the word “super” to describe the speed of things. We are in a time when “thinking one step ahead” alone will not get you far. That is, we must have a management that “thinks ten steps ahead” to constantly forecast changes in market trends. With this new perspective, we will firmly execute our plans and strategies and steadily achieve results with tenacity in achieving future growth. We look forward to your continued support of the Kobayashi Pharmaceutical Group. KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 12 Overseas Business Special Feature Offering Products to Overseas Consumers Delivering our “You Make a Wish and We Make it Happen” Philosophy For many Japanese companies overseas markets represent the key to unlocking future growth. The Kobayashi Pharmaceutical Group has also positioned its Overseas Business as a key growth business, and going forward, we plan to aggressively invest in this business in order to reach the target of ¥20,000 million in net sales by the fiscal year ending March 31, 2015. Growth in the Overseas Business – Important Issues Facing Mid-term Growth Strategies ¥20,000 million ¥12,000 million ¥8,100 million 2012 2013 2014 (Forecast) 2015 (Target) Netsusama Sheet TV Commercials Aired Around the World China Taiwan United Kingdom Hong Kong In Hong Kong, we are airing TV commercials that market the product as a heat relief remedy, in addition to its primary use against fevers. Malaysia and Singapore In Malaysia, the same TV commercial is aired in English, Mandarin Chinese, and Malay, while in Singapore these commercials are aired in English and Mandarin Chinese. Thailand Indonesia 13 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 Tracing the History and Development of Our Overseas Business Growth Centered on the United States, China and the United Kingdom The Kobayashi Pharmaceutical Group’s Overseas Business can be traced back to the 1970s when products were first exported to Southeast Asia. In 1998, we established subsidiaries in China and the United States, which marked the full-fledged start of the Overseas Business. The following year in 1999 we launched Shuang Hua Lei (Sawaday), a toilet air freshener, in China, and Be KOOOL (Netsusama Sheet), a cooling gel sheet, in the United States. Later we set up subsidiaries in the United Kingdom, Hong Kong and Singapore as part of our efforts to strengthen our sales structure in each region. Body warmer products, which represent our core products today, were released in the United States under the name Cura-Heat in 2002, and in China as Nuan Bao Bao in 2003. Later in 2006 we acquired HeatMax Co., Ltd., a major body warmer manufacturer located in the United States, and began to significantly increase our market share for body warmer products in the United States market. Overseas Marketing Strategy The Kobayashi Pharmaceutical Group has commercialized products under the philosophy “You Make a Wish and We Make it Happen,” and created new markets through sales promotion activities and developing product names that easily convey the inherent value found in each. In our Overseas Business, we carefully select products sold in Japan that will fulfill the philosophy “You Make a Wish and We Make it Happen” for consumers outside of Japan. We then aptly convey the value of these products in a format that captures the interest of consumers in each geographic location. These process has formed our approach to cultivating new markets around the world. For example, in the United States body warmers were generally used during the wintertime for outdoor activities such as hunting and sports, but we recognized there was untapped demand for body warmers to be used as a type of warm compress for shoulder and lower back pain. As a result, we released Cura-Heat and helped expand the market by appealing its uses in everyday life. In contrast, body warmers represented an entirely new concept in China. Yet, people around the world share the common desire to warm up their body during cold weather. As a result, we launched a body warmer product called Nuan Bao Bao in 2003. Our TV commercial campaign reached many consumers and raised the profile of our body warmer product immensely, which helped us to establish an entirely new market for body warmers in China. We also released a single sheet version of our popular Netsusama Sheet, which is sold in six-sheet packs in Japan, to markets in Southeast Asia under the name KOOL FEVER. The product’s unique name and inexpensive single sheet format has made it quite popular among consumers in the region. Ratio of Sales by Region for Overseas Business Ratio of Sales by Product Type for Overseas Business Other External anti-inflammatory 19% United Kingdom 6% China 16% Total for Fiscal 2012 ¥ 8,100 million 9% United States 38% Cooling gel sheets 17% Other 9% Total for Fiscal 2012 ¥ 8,100 million Body warmers 65% Asia 21% History of Our Overseas Business December 1996 Launched sales of cooling gel sheet Toirotie (Netsusama Sheet) in Hong Kong September 1998 Established joint venture company Shanghai Kobayashi Friendship Daily Chemicals Co., Ltd. in China September 1998 Established Kobayashi Healthcare, Inc. in the United States Launched sales of toilet air freshener Shuang Hua Lei (Sawaday) January 1999 in China Launched sales of cooling gel sheet Be KOOOL (Netsusama January 1999 Sheet) in the United States Launched sales of cooling gel sheet KOOL’n’SOOTHE July 2001 (Netsusama Sheet) in the United Kingdom Established Kobayashi Healthcare Europe, Ltd. in the United August 2001 Kingdom Established Kobayashi Pharmaceutical (Hong Kong) Co., Ltd. in June 2002 Hong Kong Launched sales of deodorizing air freshener Xiang Ju Yuan (Oheya August 2002 no Shoshugen) in China Launched sales of body warmer Cura-Heat in the United States August 2002 December 2002 Made Shanghai Kobayashi Friendship Daily Chemicals Co., Ltd. a wholly-owned subsidiary and changed its name to Shanghai Kobayashi Daily Chemicals Co., Ltd. Launched sales of body warmer Nuan Bao Bao in China October 2003 Launched sales of body warmer Cura-Heat in the United Kingdom January 2004 Launched sales of cooling gel sheet Bin Bao Tie (Netsusama October 2005 Sheet) in China November 2006 Made HeatMax, Inc., a body warmer manufacturer in the United States, a consolidated subsidiary Established Kobayashi Pharmaceutical (Singapore) Pte. Ltd. in October 2009 Singapore Launched sales of denture cleanser Taifuchin (Toughdent) in China June 2010 Established Kobayashi Healthcare (Malaysia) Sdn. Bhd. in Malaysia October 2011 November 2011 Established Kobayashi Pharmaceutical (Taiwan) Co., Ltd. in Taiwan Made Grabber, Inc., a body warmer manufacturer in the United January 2012 States, a consolidated subsidiary Established Hefei Kobayashi Daily Products Co., Ltd. in China April 2012 Established PT. Kobayashi Pharmaceutical Indonesia in Indonesia April 2012 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 14 Future our Overseas Business – Strategic Targets and Measures Aspiring to Reach ¥20,000 Million in Net Sales by 2015 By the year 2050, Asia will account for more than half of the entire world’s gross domestic product (GDP), ushering in the “century of Asia.” This is why the Kobayashi Pharmaceutical Group recognizes that expanding the presence of its Overseas Business in Asia and capitalizing on robust economic growth taking place there will be keys to its future growth. In the fiscal year ended March 31, 2012, the Kobayashi Pharmaceutical Group’s net sales from its Overseas Business stood at ¥8,100 million. Going forward, we will strive to expand our sales primarily in the Asia region with the ultimate goal of reaching ¥20,000 million in net sales by the fiscal year ending March 2015. In order to achieve this ambitious target, we have established two key strategies that consist of creating six global brands and promoting greater localization. Nuan Bao Bao body warmers sold in China different markets will use this product differently. Some will use it to cool the forehead during a fever, while others will use it to cool the body during hot weather or to cool off a warm sensation felt by the body or to treat light-headedness. We will aim to boost sales by modifying products to suit the needs of each culture and customs and by developing a main catch copy based on the needs of each market. The Six Global Brands Heat Medicine Used to heat cold parts of the body and treat physical ailments Pharmaceuticals used to treat physical ailments Cool Used to cool fevers and warm sensations Creating Worldwide Lifestyle Trends in Six Categories Scent Enriching one’s daily life with fragrances Wipe Oral Single wipe cleaning power Used to benefit oral health Promoting Localization Cura-Heat body warmer sold in the United Kingdom Establishing Six Global Brands We plan on establishing powerful global brands in the six categories of Heat, Cool, Wipe, Oral, Scent and Medicine in order to offer products to consumers around the world that deliver on the slogan of “You Make a Wish and We Make it Happen.” These six brands consist of body warmers for Heat, Netsusama Sheet for Cool, Megane Cleaner Fukifuki, a wet tissue for cleaning eye glasses, for Wipe, Toughdent for Oral, Sawaday for Scent, and Ammeltz, an external anti-inflammatory, for Medicine. Each of these brands will enable us to help create new lifestyle habits throughout the world. The fundamental brand concept of each will be shared around the world, while the main catch copy conveying how to use each product will be developed based on the needs of each country and region. This will enable us to more effectively communicate with our customers locally. For example, the fundamental brand concept for Netsusama Sheet, or cooling, is the same around the world, but consumers in 15 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 Localization is essential for correctly understanding the needs of consumers in each country and region. We believe that by establishing locally incorporated subsidiaries and pursuing a localized marketing strategy led by staff of incorporated subsidiaries well versed in the market we will be able to boost our sales in that particular country or region. The Kobayashi Pharmaceutical Group has established new locally incorporated subsidiaries in Malaysia, Taiwan and Indonesia since October 2011 as part of its goal to expand sales in Asia. Until now the United States accounted for about 40% of sales from our Overseas Business, but going forward we will look to expand sales in China and Asia so that these markets combined provide about half of our Overseas Business sales by the fiscal year ending March 31, 2015. In January 2012 we acquired Grabber, Inc., a body warmer manufacturer in the United States, in order to further expand our sales of body warmer products in the United States. Grabber Be KOOOL sold in the United States Continuing with an Aggressive Investment Program for the Following 3 Years with a Focus on Sales Growth Over the next three years we will embark on an aggressive investment program aimed at accelerating the growth of our Overseas Business and achieving ¥20,000 million in net sales by the fiscal year ending March 31, 2015. While ensuring profitability, we will first focus on boosting sales and expanding our business presence internationally. Specifically, we will actively roll out TV commercials and sales promotion activities in each country and region centered on our body warmers which currently account for more than 60% of the sales in our Overseas Business, and cooling gel sheet. Toirotie (Netsusama Sheet) sold in Hong Kong also has shown demand exists for use as a heat relief remedy, and we are actively airing TV commercials in order to encourage this type of use more. Also, in Taiwan we have begun a TV commercial campaign for body warmer Xiao Bai Tu in order to boost sales in the market. The Overseas Business represents one of the Kobayashi Pharmaceutical Group’s growth businesses. Going forward, we will continue to grow the business by offering products to consumers around the world that deliver on the slogan of “You Make a Wish and We Make it Happen” and continually provide people and society with comfort. Anmeiru sold in Hong Kong maintains strong sales channels with hunting and sports specialty stores in the United States. On the other hand, HeatMax, Inc., acquired in 2006, also retains strong sales channels with general mass market retailers. Going forward, we plan to leverage both companies’ sales channels to grow our business presence in the United States even further. In April 2012, we established Hefei Kobayashi Daily Products Co., Ltd. in China’s Anhui Province and began construction on a new factory set to open in September 2013. This new factory will manufacture body warmers, cooling gel sheets and deodorizing air fresheners, among other products, which will be shipped to China and Southeast Asia, where demand is expected to grow going forward. Ratio of Sales by Region for Overseas Business in Fiscal 2015 (Target) Other United States United Kingdom Total for Fiscal 2015 ¥ 20,000 million China /Asia Sawaday, a deodorizing air freshener sold in China 48% Kobayashi Pharmaceutical Group’s Overseas Subsidiaries Sales Base Manufacturing Base Kobayashi Healthcare Europe, Ltd. New Site United Kingdom Grabber, Inc. China New Site United States HeatMax, Inc. Kobayashi Healthcare, LLC Hefei Kobayashi Daily Products Co., Ltd. New Site Kobayashi Pharmaceutical (Hong Kong) Co., Ltd. Shanghai Kobayashi Daily Chemicals Co., Ltd. New Site Kobayashi Pharmaceutical (Taiwan) Co., Ltd. Kobayashi Healthcare (Malaysia) Sdn. Bhd. Asia Kobayashi Pharmaceutical (Singapore) Pte., Ltd. New Site PT. Kobayashi Pharmaceutical Indonesia KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 16 Business Overview Consumer Products Business Health Care Division Health Care Division Net Sales (¥100 million) 500 400 OTC Pharmaceuticals, Oral Hygiene and Food Products 399 400 418 432 450 2008 2009 2010 2011 2012 300 200 With the aim of enhancing quality of life, we are focusing on new product development that achieves our “You make a wish and we make it happen” philosophy, including kampo (Chinese herbal medicine). 100 0 * * Total of domestic and overseas sales for three categories including OTC pharmaceuticals, oral hygiene and food products. Intra-company transactions excluded. Eyebon Breathcare An eye wash solution that flushes out dirt and foreign particles from the eye An oral breath freshener capsule that refreshes the breath from the stomach Shouyou A medicated toothpaste containing five types of completely natural plant extracts that help prevent gingivitis and periodontitis Naicitol 85 A Chinese herbal medicine that promotes the breakdown and metabolism of fat Market Trends Healthcare Market Expanding with the Growing Importance of Quality of Life Consumers in Japan are growing more aware of preventive medicine and self-medication on the back of the growing importance of quality of life as well as government requirements for specific health screening programs and specific health guidance. As a result, healthcare-related markets will grow further going forward. In particular, kampo (Chinese herbal medicine), which has proven effective at 17 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 preventing illness, represents one such market that we expect will see solid growth thanks to more health conscious consumers and the need to curb medical expenses. Review for the Fiscal Year Ended March 2012 Products Creating New Markets and Core Products See Solid Performance Attonon, an external medicine for scars released in March 2011, broke through ¥1 billion in sales after only eight months thanks to the strong support it has received from female consumers troubled by blemishes. Tomarina, a medicated toothpaste for customers bothered by gingival recession launched in September 2011, has also seen strong sales, contributing to our overall sales and profits. By category, net sales of OTC pharmaceuticals rose firmly 4.5% year over year to ¥22,900 million, as sales of core products Eyebon, women’s health medicine Inochi no Haha A and kampo medicine for obesity Bisrat Gold a rose 6.7%, 11.1% and 3.0%, respectively, making a positive contribution to sales. However, sales and the market share of Naicitol, an OTC pharmaceutical for Market Share (Kobayashi Pharmaceutical Research) Obesity alleviating medicine 35.1% Oral breath freshener Eye wash 62.1% obesity, which has been on sale for six years, declined. The market for obesity related products has continued to see growth amid rising consumer awareness toward metabolic syndrome, but the market shrunk temporarily due to increasingly intense competition and price reductions. Nevertheless, because of needs for a greater sense of effectiveness, we plan to continue with marketing activities aimed at cultivating new demand going forward. Net sales of oral hygiene products rose solidly 4.7% year on year to ¥16,200 million, underpinned by heightened consumer awareness toward oral health care in recent years. Among these, sales of Toughdent, a denture cleanser, and denture adhesive Tough Grip grew significantly by 7.0% and 7.3%, respectively, while sales of medicated toothpaste Shouyou and interdental cleaning tool Ito Yoji also saw solid growth at 3.7% and 6.7%, respectively. Net sales in the food segment where we sell nutritional supplements and foods for specified health uses predominantly through the drug store channel increased steadily 2.4% to ¥5,800 million. As a result, overall net sales of this division rose 4.3% year on year to ¥45,000 million. inclination toward higher quality and healthier lifestyles. In addition, there is growing demand for products that alleviate discomfort and problematic symptoms not defined as any specific illness. Attonon and Tomarina represent proprietary products developed with these needs in mind, and both have won over many female consumers in Japan. In order to respond to this demand, we will continue to focus on new product development that emphasizes our quality made possible only by a pharmaceutical company under an exceptionally customer-focused vision that aspires to enhance our customers’ quality of life. Specifically, we will continue to focus on identifying and commercializing kampo that remain largely unknown. Released in spring 2012, Cleansil is a novel intestinal remedy that works to normalize the digestive system using medicinal carbon to absorb waste matter1 and discharging this together with the stool by means of four different herb medicines. This product was created to meet the needs of customers wanting to improve the health of their digestive system and help improve quality of life. Going forward, we will strive to create new markets by proposing new lifestyle trends and capturing the latent needs of our customers. Outlook for the Fiscal Year Ending March 2013 1 Human waste including retained feces and intestinal gas. 81.4% New Products Released in March 2011 Attonon Attonon is an external medicine for scars that has received strong support from many female consumers that want to treat blemishes. Tomarina Released in September 2011 Tomarina is a medicated toothpaste to meet the needs of consumers bothered by gingival recession. The toothpaste is a compound featuring four medicinal ingredients, including an ingredient that promotes blood circulation, a tissue repairing ingredient, an anti-inflammatory ingredient and an anti-bacterial ingredient. Focusing Efforts on Kampo Medicines and the Development of Products that Create New Markets Cleansil The approaches of self-medication and preventive medicine are widely practiced today, and going forward we expect that consumers will continue to increase their The number of people in Japan troubled by intestinal issues is on the rise due to lifestyle changes and a shift to Western dietary habits. This is why we decided to develop a novel intestinal remedy that helps normalize the digestive system functions. Released in March 2012 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 18 Business Overview Consumer Products Business Household Division Household Division Net Sales (¥100 million) 800 600 Deodorizing Air Fresheners, Sanitary Products, Household Sundries and Body Warmers 646 649 648 644 641 2008 2009 2010 2011 2012 400 In order to appeal to the discerning eye of consumers, we will seek out exceptionally customer-focused ideas that will enable us to develop products with an even greater added value as well as focus on sales strategy planning and marketing activities. 200 0 * * Total sales for the four categories of deodorizing air fresheners, sanitary products, household sundries and body warmers in Japan and overseas. Intra-company transactions excluded. Netsusama Sheet Oheya no Shoshugen Oheya no Shoshugen is a large-capacity deodorizing air freshener which is activated by lifting the filter paper Netsusama Sheet is a cooling gel sheet that contains cooling beads Ekitai Bluelet Okudake Kiribai Haru Ekitai Bluelet Okudake is a toilet bowl cleaner that is placed in the toilet tank lid sink Kiribai Haru is a body warmer applied to clothing Market Trends Significant Changes in Consumer Values Seen Amid Push for Lower Priced Daily Sundries Consumer values are seeing major changes, as evidenced by a stronger inclination to buy consumables based on price as well as select inexpensive items and only those that are really needed. Private brands and low-priced products have emerged out of this trend. On the other hand, items with simple packaging and refillable products have gained support out of concern for the environment. Moreover, products that are reputed to relieve the effects of hot or cold 19 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 temperatures during the summer and winter have been gaining attention as consumers become more conscious of energy conservation. Review of the Fiscal Year Ended March 2012 Sales of Heat Relief Remedies and Body Warmers Strong Amid Growing Demand for Electricity Conservation Measures In the fiscal year under review, the Kobayashi Pharmaceutical Group launched new products that create new and expand existing markets. Among these, we released Kutsu Cool, a spray used to cool the inside of shoes, and Shirt Cool Mild Mint, a long-lasting cool spray for coating clothing that features floral scents, as part of our efforts to expand our lineup of heat relief remedies. By category, net sales of deodorizing air fresheners declined 3.3% year on year to ¥29,700 million. This was because we were forced to restrict the daily shipment volume for some of our deodorizing air fresheners for several months due to damages incurred at Sendai Kobayashi Pharmaceutical Co., Ltd. in the wake of the Great East Japan Earthquake. However, sales of sanitary products were firm, rising 1.9% to ¥14,300 million, Market Share (Kobayashi Pharmaceutical Research) Deodorizing cleaner for toilets Deodorizing air freshener Cooling gel sheet 76.0% 32.3% 50.4% given heightened demand for electricity conservation measures in the summer and winter. The summer months saw strong sales of heat relief remedies like the Netsusama brand (up 6.2%), including Netsusama Sheet, a cooling gel sheet, and Netsusama Hinyari Gel Mat, a cooling gel mat, while the winter months also saw steady sales of body warmers (up 4.4%). As such, sales from both seasons made positive contributions to overall sales and profits. As a result, overall net sales of this division declined slightly 0.5% to ¥64,100 million due to the impact of a downturn in sales of deodorizing air fresheners. Outlook for the Fiscal Year Ending March 2013 Strengthening Development of Products that Create New Markets and Promoting Thorough Cost Reduction Activities As consumers’ mindsets deteriorate and they have a stronger inclination toward low-priced products, we will focus on new product development, the underlying source of growth in the Household Division, in order to unearth new demand and identify the latent needs of consumers. In April 2012, we established the New Product Development Group within the Household Division’s Marketing Department to create new development themes that transcend existing categories. Going forward, we will quickly respond to changes in the market to meet the needs of our customers in real time. For existing brands, we will engage in proactive sales activities based on marketing plans formulated for each brand. Among these, for deodorizing air fresheners, which account for a large share of the Household Division’ s sales, we will develop new products that capture the needs of consumers and align our long-standing brand names with Shoshugen and Sawaday to engage in more effective advertising campaigns. This will help us raise the visibility of our brands among consumers. As part of this effort, in spring 2012 we released Sawaday Happy, a toilet air freshener with an all-new fragrance, and Shoshugen Aroma Pot, a deodorizing air freshener with a genuine aromatherapy fragrance. With demand for electricity conservation measures set to continue, we have released products that provide new value, such as Head Cool, a cooling spray for the head intended for use in the summer, and in the process enhanced our lineup of heat relief remedies. We will also promote thorough cost reduction activities in order to accommodate demand for low-priced daily sundries, given the emergence of private brand products and low-priced products. Going forward, as a developmentbased company, we plan to create new products with greater value that achieve our philosophy of “You make a wish and we make it happen,” and pursue thorough cost reduction activities as part of our efforts to boost sales and secure profits. New Products Released in March 2011 Released in March 2012 Kutsu Cool and Head Cool Kutsu Cool, a cooling spray for inside of shoes, and Head Cool, a cooling spray for the head, were released as part of our heat relief remedies. Kutsu Cool uses a cooling ingredient sprayed on the inside of shoes to provide a long-lasting cool sensation because the ingredient is water-soluble and activated whenever the feet perspire. Head Cool offers a direct spray nozzle that can be used as needed to cool the head, which is one of the most sensitive body parts to heat, during hot weather. Sawaday Happy Released in March 2012 Sawaday Happy is a room deodorizing air freshener that comes in four new fragrances: blackberry, baby powder, French vanilla and fresh laundry. KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 20 Business Overview Consumer Products Business Overseas Business Overseas Business Net Sales (¥100 million) 100 We will define strategic brands and actively invest to reach ¥20,000 million in net sales for the fiscal year ending march 2015. 80 60 62 65 65 2008 2009 2010 78 81 2011 2012 40 20 0 Business Overview Strengthening Sales with Clearly Defined Strategic Brands The Kobayashi Pharmaceutical Group’ s Overseas Business first began with exports to Southeast Asia in the 1970s. In addition to our business in China, the United States, the United Kingdom, Hong Kong and Singapore, since October 2011, we have established locally incorporated subsidiaries in Malaysia, Taiwan, and Indonesia as part of an effort to expand our presence overseas. Today, exports also continues to occupy an important part of our operations as we currently sell Kobayashi Pharmaceutical branded products in more than 20 countries around the world. The business has six clearly defined strategic brands; namely, body warmers, cooling gel sheet Netsusama Sheet, glasses cleaning wet towelettes Megane Cleaner FukiFuki, denture cleanser Toughdent, toilet air freshener Sawaday, and Ammeltz, an externalantiinflammatory. Each of these brands is primarily promoted at our overseas subsidiaries. Among these, body warmers stand as our core product, comprising more than 60% of net sales in the Overseas Business. Review of the Fiscal Year Ended March 2012 Proactively Undertaking M&A and Marketing Activities Aimed at Growing Sales As a result of focusing our efforts toward expanding sales of body warmers and Netsusama Sheet, net sales of our 21 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 Overseas Business grew 4.8% year over year to ¥8,100 million. The segment remained profitable, continuing on with success seen in the previous fiscal year, as operating income stood at ¥190 million after the amortization of goodwill. In the United States, in which body warmers account for nearly 90% of sales, net sales decreased year on year by 13.9% to ¥3,100 million, due in part to the unusually warm winter weather. Meanwhile, in January 2012, we completed the acquisition of Grabber, Inc., a U.S.-based body warmer manufacturer that specializes in sales to sporting equipment specialty stores. Consequently, significant growth in our body warmer sales is also anticipated in the North America market. In Asian markets including China, sales of Netsusama Sheet performed solidly, with an increase of 26.9% year over year to ¥2,900 million. In particular, as a result of proactive marketing activities, such as advertising and sales promotions, body warmer sales in China grew by 18.9% year on year, reaching ¥1,000 million. Outlook for the Fiscal Year Ending March 2013 Promoting Localization and Accelerating Investment Aimed at Reaching Net Sales of ¥20,000 million in 2015 The Group aims to reach net sales of ¥20,000 million in the fiscal year ending March 2015 by boosting sales of its six strategic brands including body warmers. We will promote localization as a means to expanding net sales. Each country and region has their own culture and lifestyle habits, and so products in demand and the use of these products is different for each market. In order to precisely capture local customer needs and implement product development and sales strategies that suit a particular country or region, we will establish local subsidiaries to more ahead with business localization that cannot be accomplished through exports alone. While we have already invested in television commercials in countries such as China and Hong Kong, we will further accelerate our marketing efforts through advertisements and sales promotions in order to boost product sales even further in the United States and Asia, including the Chinese market. In addition, we aim to proactively seize investment opportunities, including M&A and capital tie-ups with local businesses. We hope to expand our footprint under the goal of increasing sales by 48.1% to ¥12,000 million in fiscal 2013 in order to reach the ¥20,000 million mark in the fiscal year ending March 2015. Mail Order Business Leveraging our proprietary expertise and “quality made possible only by a pharmaceutical company” to ensure our dominance in the mail order market, which is faced with more intense competition. Mail Order Business Net Sales (¥100 million) 120 100 88 80 98 103 76 62 60 40 20 0 2008 2009 2010 2011 2012 Market Trends Competition Heating Up in the Growing Mail Order Market The mail order market has grown beyond the size of the department store and convenience store markets. Because of its robust growth, however, competition has grown more intense due to the nonstop influx of newcomers to the market. In addition, as a result of the widespread penetration of smartphones and tablet computers, mail order sales via mobile phone sites and the Internet are also on the rise. Kobayashi Pharmaceutical has been committed to developing its proprietary expertise and expanding its business presence since it began selling nutritional supplements through the mail order sales channel in 1999. With an emphasis on “quality made possible only by a pharmaceutical company,” today we sell around 150 products in the Mail Order Business, including nutritional supplements, skincare products, and hair-restorer products. Review of the Fiscal Year Ended March 2012 Expanding Sales Through Proactive Advertisements and Sales Promotion Activities In the fiscal year under review, new products such as cosmetics Hifmid (moisture foundation) were brought to market, while sales of existing products also rose, resulting in a 5.1% year on year increase in net sales to ¥10,381 million. We continued to maintain positive operating income. However, due to our continuous efforts in sales promotions targeting both new and existing customers through proactive advertisements and dissemination of direct mail, operating income decreased by 57.4% from the previous fiscal year to ¥132 million. New Products Outlook for the Fiscal Year Ending March 2013 New Product Development and Proactive Advertising Aimed at Reaching the ¥20,000 Million Mark in Sales in 2015 The Kobayashi Pharmaceutical Group’ s primary customer base for mail order sales is people aged 50 and older. Since this consumer segment tends to be more health-conscious, we will focus new product development initiatives on nutritional supplements and skincare products. In addition, we will also release Category 3 OTC pharmaceuticals, which has emerged as a new category. We aim to expand our customer base and increase sales through television commercial and advertising in new media such as the internet, in addition to conventional advertisements in newspapers. Moreover, in response to customer requests for making online purchases available through mobile phones in addition to computers, we launched a mobile website in May 2012. Going forward, we also plan to launch a smartphone compatible website. Emphasizing our “quality made possible only by a pharmaceutical company” and utilizing our Customer Service Center, we aim to build a relationship of trust with our customers to further expand our Mail Order Business. Our ultimate goal is to achieve net sales of ¥20,000 million in the fiscal year ending March 2015. Released in February 2012 Hifmid (Moisture Foundation) Hifmid (Face powder) Items have been added to the Hifmid series, including a moisture foundation containing type II natural ceramide, which gives a natural, smooth finish, while moisturizing the skin, and face powder that prevents foundation wear off. Resveratrol Released in March 2012 Resveratrol is a nutritional supplement containing resveratrol, a world renowned substance derived from grape stems, in combination with Peucedanum japonicum and astaxanthin. This product is recommended for consumers that wish to maintain their health and achieve longevity. KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 22 Business Overview Medical Devices Business The Medical Devices Business is operated by Kobayashi Medical Co., Ltd.1, an equity-method affiliate that imports and sells medical devices sourced overseas in Japan and Medicon Inc.2, an equity-method affiliate that imports and sells medical devices sourced from US firm C. R. Bard, Inc. in Japan. 1 80% of the shares in Kobayashi Medical Co., Ltd., were transferred to Mitsubishi Corporation on May 31, 2012. 2 A joint venture with US firm C. R. Bard, Inc. Medical Devices Business Net Sales (¥100 million) 150 120 107 As populations age around the world the medical devices market continues to grow in both developed and emerging nations. In Japan, the national government has established a new growth strategy called the “Healthy Nation Strategy Through Life-Innovation” and set up the Medical Innovation Promotion Office within the Cabinet Secretariat in January 2011 as part of its focus on promoting medical innovations through the commercialization of cutting edge technologies in the fields of medical devices, pharmaceuticals and regenerative medicine. As demand rises for the quick detection of illnesses and reduced burden on patients during diagnosis, the number of mechatronics and electronics manufacturing companies moving into the market has increased, indicating that the medical device industry is quickly expanding its reach. Review of the Fiscal Year Ended March 2012 121 121 104 90 60 30 0 2008 Market Trends 113 100% of its shares in eVent Medical, Inc. of the United States in a management buyout deal. As a result, eVent Medical Inc. is no longer a consolidated subsidiary of the Kobayashi Pharmaceutical Group. As a result, net sales decreased 14.0% year on year to ¥10,476 million, but operating income increased 16.0% to ¥292 million. Major Products Distributed by Kobayashi Medical Co., Ltd. Acu-Loc (Manufactured by Acumed LLC) Kobamed Acrofix (Manufactured by Kobayashi Medical Co., Ltd.) 2009 2010 2011 2012 Notice As of May 31, 2012, 80% of the shares of our consolidated subsidiary, Kobayashi Medical Co., Ltd., have been transferred to Mitsubishi Corporation. As a result, this consolidated subsidiary is now an affiliate accounted for by the equity method. Major Products Distributed by Medicon, Inc. Bard I.C. Silver Foley Tray Bard Vascular Stent (E-LUMINEXX) Increased Profits Through a Selection-and-Concentration Approach Focused on Key Domains Kobayashi Medical Co., Ltd. focused on improving product quality based on the corporate philosophy of “delivering safe and secure medical devices to patients.” At the same time, the Company moved forward with a selection-and-concentration approach to focus on orthopedic and operating room-related products, which are expected to see greater demand in the Japan market. In addition, as of July 31, 2011, the Kobayashi Pharmaceutical Group sold 23 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 System 5000™ (Manufactured by Conmed Corporation) Parker Flex-Tip™ Tracheal Tube (Manufactured by Parker Medical, Inc.) Bard X-Port isp (Groshong Catheter Type) Bard Mesh (Light PerFix Plug) Corporate Governance Building Stakeholder Confidence Aimed at Maximizing Corporate Value Corporate Governance The maximization of corporate value is a fundamental management policy of the Kobayashi Pharmaceutical Group. In executing this policy, it is of major importance to earn the trust of our stakeholders, including shareholders and investors. Therefore, we are committed to enhancing our corporate governance through developing a system that ensures transparent management practices and undertaking the appropriate disclosure of information. Ensuring Management Transparency Monitoring Management From Multiple Viewpoints The Kobayashi Pharmaceutical Group has adopted an executive officer system to separate management from business operations, and implements a wide range of measures in order to ensure transparency in management. Group Officers Meeting The Group Officers Meeting (GOM) consists of executive officers and statutory auditors that meet twice monthly to review significant matters relating to business operations. Advice is occasionally sought from professionals such as corporate lawyers regarding matters relating to material management challenges in order to enable appropriate and quick decision making. Board of Directors We have selected outside directors since 2008 with the purpose of strengthening the board of directors’ supervisory function. The board of directors consists of six directors, including one outside director, and constantly monitors the status of business operations by meeting monthly or when necessary to determine important matters concerning the management of the company and to check deliberations made at the GOM. Board of directors meetings are also attended by all four corporate auditors, including two outside auditors to ensure that Kobayashi Pharmaceutical Group’s internal system of checks and balances is operating sufficiently. Board of Corporate Auditors Kobayashi Pharmaceutical has a board of corporate auditors, and has appointed two outside auditors that do not maintain a capital or business relationship with the Group as part of its four-member board of corporate auditors to ensure management transparency. Statutory auditors attend principal meetings, have access to required records, and conduct interviews of operating divisions in order to monitor management to identify business risk as early as possible. Advisory Board As a supporting arm to the board of directors and GOM, the Advisory Board, consisting of external experts, outside directors, the Chairman, the President and relevant directors, meets half-yearly. The Advisory Board provides guidance on significant business issues and management policy, which is in turn reflected in the daily management of the Group. Compensation Advisory Committee The Compensation Advisory Committee was established in order to ensure the transparency of processes for determining director compensation. The Committee consists of external experts, outside directors, the Chairman, President and relevant directors. Internal Control Committee The Internal Control Committee consists of principal directors, which deliberate primarily on basic issues relating to compliance and the development of internal control systems. The committee also engages in the monitoring of the internal control system and the formulation of basic policy relating to internal controls. “LA & LA” – Utilizing Employee Feedback We actively provide opportunities referred to internally as “LA & LA” (Looking Around & Listening Around) for employees to convey their views and opinions directly to management to fulfill our commitment to developing an organizational climate in which all employees can openly share their opinion. Kobayashi Pharmaceutical believes this culture is a significant part of corporate governance. Information Disclosure Pursuing Timely and Easy-to-Understand Disclosure Kobayashi Pharmaceutical strives to provide timely disclosure of corporate data and information in order for shareholders and investors to form an accurate assessment of the company. Our corporate website is also extensively used to disseminate the latest information, provide commentary on business strategy and product lineups, and the timely disclosure of important information related to financial filings. Furthermore, the Aoitori Report, which is distributed to retail investors twice a year, summarizes our business operations and various business activities, indicating our commitment to disclose effective and useful information. Corporate Governance Organization Shareholders’ Meeting Advice Board of Corporate Auditors Board of Directors Compensation Advisory Committee (External experts and Outside Directors) Audit Audit Independent Auditors Group Officers Meeting Executive Officers Internal Control Committee Participation from External Lawyers Advice Audit Lawyers and Other Outside Specialists Independent Auditors Audit Advisory Board (External experts and Outside Directors) Advice Operating Divisions, etc. KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 24 Corporate Governance Internal Control Systems and Compliance The Kobayashi Pharmaceutical Group is actively building internal frameworks to adhere to relevant laws and regulations, such as ensuring that appropriate financial statements are prepared and that operations comply with stipulations of the Companies Act and Financial Instrument and Exchange Act of Japan. In addition, we conduct a variety of educational training programs to ensure that all executive officers and employees comply with laws and regulations as well as follow a strict code of corporate conduct and ethics. Internal Control System Pursuing Best Practices in Operations and Financial Statements and Developing a System to Reduce Risk In April 2003, Kobayashi Pharmaceutical established its Compliance Committee as an organization under the direct control of the board of directors that ensures group-wide compliance with laws and regulations. Following this, in September 2003, we created and enacted our Basic Policy on Corporate Behavior and the Executive Officer and Employee Code of Conduct to improve corporate ethics and compliance awareness. Starting in 2006, we launched the Basic Policy for Internal Control System in order to ensure appropriate work processes required by the Companies Act and other laws and regulations. Based on this basic policy, we have established the necessary framework for internal controls, including a review process for internal rules and regulations and the re-evaluation of business and operational risk. In 2007, the Compliance Committee was renamed the Internal Control Committee, and its scope of responsibility was expanded to include the review of the effectiveness of internal controls, including its role in ensuring that financial statements comply with the Financial Instrument and Exchange Act of Japan. The Internal Control Committee is run under the leadership of the President, who acts as Chairperson, and consists of the four lower organizations of the Committee on the Protection of Personal Information, the Group Health and Safety Committee, the Pharmaceutical Subcommittee and the Labor Subcommittee. In addition, the committee is supported by external legal advisors who, by providing objective advice and recommendations, contribute to enhancing the transparency and reducing risk in the Company’s operations. In the fiscal year ended March 31, 2012, challenges and measures related to operational risk management were discussed in response to the issues raised by the lower organizations. * Basic Policy on Internal Control Systems http://www.kobayashi.co.jp/corporate/governance/policy/index.html Compliance Raising Awareness Toward Compliance Through Monthly e-Learning Sessions Kobayashi Pharmaceutical holds various compliance education programs for both employees and executive officers tailored to their job title. During the fiscal year ended March 31, 2012, training programs led by a lawyer were held for executive officers covering Japan’s Antimonopoly Act and other topics, while management level employees participated in training programs on general compliance matters, labor affairs, contract management and insider trading. New employees took part in the usual group training program to enhance their awareness of compliance. In addition, we have held compliance tests over the intranet for all 25 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 employees on average four times per year since the fiscal year ended March 31, 2010. For the fiscal year ended March 31, 2012, we implemented monthly compliance testing called Compliance e-Learning Sessions for all employees, including the President, starting in July 2011, in order to further enhance all employees’ awareness of compliance. These tests are comprised of a wide range of questions, covering subjects from fundamental compliance matters to harassment and personal information. In October 2011 and all subsequent months 100% of all employees took these tests. In the fiscal year ending March 31, 2013, we will continue to hold monthly Compliance e-Learning Sessions as part of our initiative to strengthen compliance. The Employee Consulting Center The Kobayashi Pharmaceutical Group established the Employee Consulting Center in January 2003 both internally and externally in a law office as a special hotline for employees to anonymously report compliance violations or ask general questions on compliance issues. Open to consultation via telephone and emails, this service contributes to gaining an early insight on matters and issues and resolving problematic situations. We are currently working to raise the visibility of this consulting center by setting up a toll free number for employees and other means such as posters. The hot line is operated in full compliance with the Whistle-blower Protection Act. Poster for the Employee Consulting Center Risk Management Framework Business management requires the identification and mitigation of, as well as countermeasures against potential risks. As such, the Kobayashi Pharmaceutical Group has categorized principal business risks into 13 categories and established an action plan to address these risks, with the execution of this action plan, in turn, being audited. Researching and Managing Business Risk Defining and Implementing Action Plans in 13 categories In autumn 2007, the General Affairs Department took the lead in investigating the current and potential risks that each department faces. The results of this study were used to sort Group business risk management into 13 categories, with an action plan established to address each set of risks in April 2008. Following this structure, the challenges and action plans in each of the 13 categories are periodically reviewed to implement measures to address management risks. We enacted the Business Risk Management Rules, which stipulate methods for consolidating and handling risk information. In addition, information on risk is also shared with independent auditors, while external lawyers and other outside specialists provide advice on risk management practices and systems, enabling us to respond properly to a variety of business risks. We will further strengthen the process for checking the progress of each category of risks by working collaboratively with the Internal Audit Office. Directors, Corporate Auditors and Executive Officers As of June 28, 2012 Directors Kazumasa Kobayashi Yutaka Kobayashi Chairman and Chief Executive Officer President and Chief Operating Officer Akihiro Kobayashi Takashi Tsujino Satoshi Yamane Haruo Tsuji Senior Executive Director Senior General Manager Product Business Headquarters Senior Executive Director General Manager Health Care Division Product Business Headquarters Executive Director Senior General Manager Group Corporate Business Headquarters Outside Director Corporate Advisor, Sharp Corporation Masahiro Hiraoka Hiroshi Goto Hiroshi Hayashi Ryuji Sakai Statutory Auditor Statutory Auditor Outside Auditor Hayashi Certified Tax Accountant Office Outside Auditor Partner, Nagashima, Ohno & Tsunematsu Susumu Horiuchi Hiroshi Nomoto Senior Executive Officer General Manager Sales Division Product Business Headquarters Senior Executive Officer General Manager Household Division Product Business Headquarters Hidetsugu Yamamoto Kunio Moriya Toshio Nanba Tetsushi Nishioka Executive Officer General Manager Business System Center Group Corporate Business Headquarters Executive Officer Deputy General Manager Sales Division Product Business Headquarters Executive Officer General Manager Research and Development Division Executive Officer General Manager Manufacturing Division Product Business Headquarters Kazuyuki Katsuki Kenichiro Tanaka Kazuhito Miyanishi Executive Officer General Manager Quality Assurance Division Executive Officer General Manager of the Regional Area Sales Division Product Business Headquarters Executive Officer General Manager International Division Corporate Auditors Executive Officers 1 The Company uses the executive officer system. Four directors—Yutaka Kobayashi, Akihiro Kobayashi, Takashi Tsujino, and Satoshi Yamane—each concurrently serve as executive officers. KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 26 CSR Initiatives We are focused on quality improvement, reduction of our environmental impact, and social contribution activities. Social Contribution Activities Supporting the Great East Japan Earthquake Recovery Effort Campaign “1 yen no Omoi Campaign” With the hope of helping the disaster-affected areas in their recovery from the Great East Japan Earthquake, we held the 1 yen no Omoi Campaign from June 1, 2011 to March 31, 2012, in which one yen was contributed to the Kobayashi Pharmaceutical Group Aoitori Fund for every one of our products purchased (including mail order sales). Thanks to our customers’ kind support, the campaign collected a total of ¥290,564,930. This amount was then topped off with a contribution from the Group for a total of ¥300 million, which was donated to ten towns and cities most affected by the disaster, including Ishinomaki City, Rikuzentakata City, Otsuchi Town, Kesennuma City, Kamaishi City, Higashimatsushima City, Minamisanriku Town, Onagawa Town, Yamada Town, and Yamamoto Town, depending on the severity of damages. 10 Towns and Cities Receiving Donations Usage for the donations was discussed and determined together with the local authorities based on two principles: the money shall put liveliness back into the children and smiles on their faces, and the money shall be used on something that best addresses the needs of each location. Through this support activity, we hope to contribute to brightening the day for everyone in the disaster-affected areas. The Kobayashi Pharmaceutical Group Aoitori Fund was established with the aim of contributing to the development of a more enriched society. Donations from this campaign were made through the fund. Yamada Town ¥14,849,000 donated Used for: Purchase of supplies for the reconstruction of Funakoshi Elementary School Otsuchi Town ¥29,408,000 donated Used for: Reconstruction of nurseries and elementary schools Kamaishi City ¥22,265,000 donated Used for: Renovation of Heita Kindergarten School food truck purchased using the donations Rikuzentakata City ¥36,790,000 donated Used for: Purchase of five school food trucks and supplies Onagawa Town ¥17,628,000 donated Kesennuma City ¥25,487,000 donated Used for: Relocation and reconstruction of Hajikami Nursery Minamisanriku Town ¥20,168,000 donated Used for: Reconstruction of nurseries and elementary schools Used for: Reconstruction of nurseries and elementary schools Presentation of list of donations to Mayor of Ishinomaki City (at left) Higashimatsushima City ¥22,078,000 donated Used for: Construction of temporary swimming pool Ishinomaki City ¥98,795,000 donated Used for: Purchase of play equipment for 23 nurseries and kindergartens in the city Yamamoto Town ¥12,532,000 donated Used for: Purchase of musical instruments for two junior high schools in the town 27 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 The Kobayashi Pharmaceutical Group aims to maximize its corporate value from a long term perspective. To achieve this, the Group believes the key lies in earning the trust of all stakeholders. In addition to ensuring the quality of our products, we are also promoting the reduction of our environmental impact and social contribution activities. Employee Volunteer Activities A total of 130 Group employees conducted volunteer activities with the hope of helping to bring some of the joy back into the lives of those affected by the earthquake disaster. Support at Evacuation Centers and Temporary Housing One of the problems facing evacuation centers was the deteriorating conditions of public restrooms. Kobayashi Pharmaceutical, which sells toilet deodorizing air fresheners, together with the NPO Japan Toilet Labo helped clean restrooms in all 21 evacuation centers in Higashimatsushima City in July 2011. To provide an improved level of comfort, the teams cleaned not only the toilets and floors, but also windows, walls, and ventilation fans. In addition, in November 2011, we delivered daily necessity sets containing products from the Kobayashi Pharmaceutical Group and blankets to approximately 1,000 temporary housing units in five locations in Ishinomaki City. Contents of daily necessity sets Restroom cleaning (21 locations, Higashimatsushima City) Delivering daily necessity sets (5 locations, Ishinomaki City) Nursery Support Project In July 2011, we donated a temporary swimming pool to the Yamotohigashi Nursery Center in Higashimatsushima City as well as hosted the Minna de Asobo! Netsusama Community Fair event. Around 1,100 visitors including children and their guardians participated in the event, and enjoyed games such as yo-yo fishing and ring toss. In December 2011, we hosted Minna de Issho ni Netsusama Christmas Party at 14 nurseries and kindergartens in Ishinomaki City. During the event, our employees dressed up as Santa Claus to give out presents, and conducted activities such as make-your-own original air freshener and a kairo fishing game. Donation of temporary swimming pool (Yamotohigashi Nursery Center in Higashimatsushima City) Minna de Asobo! Netsusama Community Fair (Higashimatsushima City) Minna de Issho ni Netsusama Christmas Party (14 locations, Ishinomaki City) KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 28 CSR Initiatives Improving Quality Quality Assurance Policy Established to Ensure Safe and Secure Quality The Kobayashi Pharmaceutical Group believes the most important aspect of product development is ensuring safe and secure quality. We established the Quality Assurance Department in June 2010 as an organization directly headed by the President in order to strengthen our quality assurance framework. Under this framework, each and every employee is fully aware that “Quality is the life of a company” and strives to maintain and improve product quality in every way possible. Our stakeholders are becoming increasingly more conscious of product quality. In November 2011, the Group established a Quality Assurance Policy as a guideline on quality that all employees must adhere to in their provision of products and services. In order to become a company that customers trust, we are promoting a company culture that has zero tolerance for leniency in terms of quality. All employees follow this policy in their daily operations. Further Quality Improvements from a Customer-centric Standpoint Many decisions are made throughout the life cycle of product manufacturing, including development, production, and launch. If any one of these decisions is not made appropriately, than the adequacy of the final decision and product quality cannot be guaranteed. In order to launch a product, our employees need to rally together to pass on the right message about quality. In other words, every employee has to recognize that they are responsible for the final quality of a product. In order to promote a widespread understanding of this principle and properly implement the Quality Assurance Policy, we also established Quality Assurance Management Rules and Quality Assurance Implementation Rules to clearly define the responsibilities and authority of each office and position. Together with each Hierarchy of Rules Concerning and every employee, who is Quality Assurance fully aware that “Quality is the life of a company” and committed to the steadfast pursuit of quality, the Management Philosophy Kobayashi Pharmaceutical Group Brand Charter Group will continue with its Quality Assurance dedication to improve quality Policy from a customer-centric standpoint. Quality Assurance Management Rules Quality Assurance Implementation Rules Acknowledging Customer Concerns in Quality Improvement of Products and Services After releasing a product, customer inquiries and suggestions are received and compiled at our customer service center. As customer inquiries and suggestions have grown more complex and advanced in recent years, we have developed a system in which our customer service representatives call our customers back in order to spend more time discussing their feedback and concerns. Our response to customer feedback overlaps with the emotions of each individual customer. This is because true understanding is made possible only after recognizing each individual situation and emotion rather than simply understanding the usage scenario, which in turn greatly improves our services and product quality. Customer inquiries and suggestions are also forwarded to our development and manufacturing divisions, where they are reflected in product improvements and new product development. During trial production of an improved product, we carefully verify if customer expectations are met. Furthermore, after the improved product is released, we continually analyze customer feedback to ascertain whether the improvement was adequate or whether additional modifications are necessary. Annual Number of Inquiries Received at the Customer Service Center (Inquiries) 80,000 70,000 60,000 50,000 2008 2009 2010 2011 2012 Ratio of Inquiries by Category (The fiscal year ended March 31, 2012) Discontinued Products and Others 7% OTC Pharmaceuticals Deodorizing Air Fresheners 32% 7% Household Sundries and Cleaning Products 11% Sanitary Products and Skin Care products Food and Oral Hygiene Products 15% 25% Kobayashi Pharmaceutical Group’s Quality Assurance Policy Everyone at Kobayashi Pharmaceutical Group is committed to improving product and service quality under the mantra “quality is the life of a company” in providing people and society with comfort. 1. Quality from a customer-centric standpoint We value our ties to the customer, and are committed to listening to the voice of customers and pursuing quality from a customer-centric standpoint. 2. Pursuit of truly tangible quality We pursue “You Make a Wish and We Make it Happen” in developing quality products with a focus on customer satisfaction and continuous loyalty in our products. 29 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 3. Provision of safe and secure products and information We will carefully monitor changes in society in order to provide products that are safe to use by our customers and information that is easy to understand to ensure our customers’ peace of mind. 4. Corporate activities that fulfill customer trust We will comply with relevant laws and regulations, implement business activities in a fair and transparent manner, and fulfill our accountability to society in order to ensure the trust of our customers. Initiatives to Reduce Environmental Impact Developing Packaging that Helps Reduce Our Environmental Impact As our stakeholders are becoming more conscious of the environment, we need to exercise a number of considerations during the development stage of our products. In particular, we direct our efforts on reducing the environmental impact caused by containers and packaging, which play an integral role in conveying product information at the time of use as well as protecting the product during shipment. The Kobayashi Pharmaceutical Group is actively promoting the 3Rs (reduce, reuse, recycle) through the development of containers and packaging that meet our requirements using the minimum amount of materials possible and recycled materials. Focus on Cutting CO2 and Waste Emissions For the fiscal year ended March 31, 2012, CO2 emissions from all manufacturing divisions totaled 13,903 tons, or 98.9% compared to the previous fiscal year. This represents a 158-ton year-on-year decrease, due to lowered production volume at some factories following the Great East Japan Earthquake. In addition, recycling volume totaled 4,200 tons, reaching a recycling rate of 99.8%, marking the third consecutive year in which we achieved our goal of zero waste emissions. In the future, we will switch from thermal recycling, which recovers and reuses the energy generated during waste incineration, to material recycling, which involves collection of waste materials generated from used products or production processes to be reused as raw material or ingredients for new products. CO2 Emissions (Manufacturing Division) (t-CO2) 15,000 12,000 13,127 13,888 13,689 14,061 13,903 2008 2009 2010 2011 2012 99.8 99.8 99.8 3,660 3,756 9,000 6,000 3,000 0 Recycling Volume and Rate (t) 5,000 99.8 85.5 4,000 3,023 3,000 2,000 (%) 100 80 4,200 2,059 60 40 1,000 20 0 0 2008 Recycling Volume 2009 2010 2011 2012 Recycling Rate Case Example Reducing CO2 Emissions by Improving the Outer Packing for Replacement for Ekitai Bluelet Okudake Improving the Packaging for Shirt Cool while Reducing Waste The outer packing once used to ship Replacement for Ekitai Bluelet Okudake from our factories contained six products per box and had excess space between each product. We decided to stack products inside the box, which doubled the capacity to 12 products. This also helped reduce the use of cardboard and cut our CO2 emissions by 36%. At the same time, we were also able to improve the efficiency of our shipments. However, simply stacking products atop one another resulted in instability. We made a slit in the cardboard to be used as a stopper, which made it possible for the entire outer packing to be used when displaying the product on store shelves. This outer packing was named the Replacement for Ekitai Bluelet Okudake Stack and Separate Pack and received the Director of General, Manufacturing Industries Bureau, Ministry of Economy, Trade and Industry Award as part of the Japan Star Award in the Japan Packaging Contest 2011 organized by the Japan Packaging Institute. This packaging also won a WorldStar Award at the WorldStar Competition hosted by the World Packaging Organization to evaluate packaging technologies from around the world. Thus, our eco-friendly packaging technologies have received recognition not only in Japan, but internationally as well. One of the immediate environmental problems facing our customers is the issue of garbage disposal. In recent years, public awareness about the problems of bulky containers and packaging has also been growing, partly because more local authorities have begun to charge a fee for garbage disposal. In particular, so-called blister packages, or plastic cups, have been criticized for generating extra waste as well as being uncompressible and bulky, despite their superior quality as a protective layer and design. The Kobayashi Pharmaceutical Group recently improved the packaging for Shirt Cool, a product that used the largest blister pack among all of our products, in order to address customer demand for cutting down on waste while still taking advantage of the current design. The new design changes from a plastic blister pack to a cylindrical plastic film mounted to a cardboard backing. Consequently, the amount of plastic resin used was reduced by 90%, while the volume of waste generated when disposing of the packaging was reduced by 95%. Improved Packaging for Shirt Cool Series Replacement for Ekitai Bluelet Okudake Stack and Separate Pack KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 30 Management’s Discussion and Analysis Enhancing Corporate Value by Delivering Trust and Satisfaction to All Stakeholders The Kobayashi Pharmaceutical Group follows a management policy that defines the company’s mission as “providing people and society with comfort” through continuous “Creativity and Innovation.” Based on this policy, the Group discovers, creates and provides products that our customers didn’t even realize could improve their health, comfort and happiness. This endeavor is summed up in our brand slogan, “You Make a Wish and We Make it Happen,” which is the core focus of our business activities. We find ourselves in a period in which the speed of change has accelerated and competition has grown more intense. As such, the source of the Group’s growth is to constantly pursue “Something New, Something Different,” and continue to develop new products and services that fulfill the needs of our customers. At the same time, we are also constantly revamping and developing our existing brands to meet the needs of our customers now. We stand committed to enhancing corporate value and achieving greater satisfaction from all of our stakeholders by capturing a solid sense of trust in all of our products and services where the Kobayashi Pharmaceutical brand stands as a testament to satisfaction. Scope of Consolidation and Application of the Equity Method In the fiscal year ended March 31, 2012, the Kobayashi Pharmaceutical Group had 27 consolidated subsidiaries (12 in Japan and 15 overseas), and one affiliate in Japan accounted for by the equity method. By reportable segment, the Group has 19 consolidated subsidiaries in Consumer Products, 2 consolidated subsidiaries and 1 equity-method affiliate in Medical Devices, and 6 consolidated subsidiaries in Other Business. Overview of Consolidated Business Results During the fiscal year ended March 31, 2012, the global economy saw stagnation due to financial concerns in Europe and major flooding that occurred in Thailand, while Japan’s economy witnessed a downturn in corporate activities and changes in consumer mindsets following the Great East Japan Earthquake that struck on March 11, 2011 as well as the sharp appreciation of the yen. Japan also faced power supply shortages following the accident at the Fukushima Daiichi Nuclear Power Plant, which led to further uncertainty toward the future. Amidst these conditions, the Kobayashi Pharmaceutical Group focused even greater effort on “providing people and society with comfort,” which stands as a pillar of its management philosophy. These efforts included fully committing ourselves to restoring operations at manufacturing base Sendai Kobayashi Pharmaceutical Co., Ltd., which was damaged in the quake, and shifting production of products Gross Profit / Gross Profit to Net Sales (%) 100 68,679 71,888 74,640 76,531 60,000 54.6 55.6 58.3 57.1 35.5 20,000 0 2008 Gross Profit 2009 2010 2011 80 40 10,000 20 5,000 0 0 42.5 40,000 54,847 42.8 56,019 43.6 57,233 20,000 0 SG&A Expenses 31 2010 2011 SG&A Expenses to Net Sales KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 14.7 (%) 15 17,041 18,621 19,298 12 9 6 8.1 3 0 2008 50 2009 2010 2011 2012 Operating Income to Net Sales (Millions of yen) 15,000 40 12,000 30 9,000 20 2009 14.2 13.2 Net Income / Net Income per Share 27.4 2008 15,818 Operating Income 80,000 52,861 18,576 2012 (%) 42.1 20,000 15,000 SG&A Expenses / SG&A Expenses to Net Sales 62,611 (Millions of yen) 25,000 60 Gross Profit to Net Sales (Millions of yen) 100,000 60,000 The Consumer Products Business saw solid performance from new product releases, health care products, and cold and heat relief remedies thanks to greater demand for energy conservation, while the Mail Order Business also grew significantly. As a result, net sales for this fiscal year rose 0.3% year-on-year to ¥131,167 million. 12.6 81,187 40,000 Net Sales Operating Income / Operating Income to Net Sales (Millions of yen) 100,000 80,000 made at Sendai Kobayashi Pharmaceutical to other alternative sites to ensure a stable supply was provided to the market. In addition, we also strived to revitalize the market by identifying our customers’ latent needs through continued efforts to deliver services and products that create new markets. (Yen) 500 11,726 8,504 8,853 9,250 3,000 0 0 300 286.36 6,000 10 9,336 205.62 215.89 2008 2009 2012 Net Income 225.88 400 227.98 200 100 0 2010 Net Income per Share 2011 2012 Gross Profit and Operating Income Cost of sales decreased 2.8% year on year to ¥54,636 million in fiscal 2012, but gross profit (after provisions for returned products) increased 2.5% year on year to ¥76,531 million. Selling, general and administrative expenses rose 2.2% over the previous fiscal year to ¥57,233 million due to an increase in advertising and sales promotions. As a result, operating income increased 3.6% year-over-year to ¥19,298 million. The gross profit to net sales ratio improved 1.2 percentage points from the previous fiscal year’s 57.1% to 58.3%, and the selling, general and administrative expenses to net sales ratio improved by 0.8 percentage points, from 42.8% to 43.6%, while the operating income to net sales ratio improved 0.5 percentage points from 14.2% to 14.7%. Income before Income Taxes and Minority Interests and Net Income We recorded ¥5,143 million in losses on the devaluation of investments in securities in the previous fiscal year. In the fiscal year ended March 31, 2012, equity in earnings of affiliates rose 6.5% year on year to ¥408 million due to an increase in profits from Medion, Inc., an affiliate accounted for by the equity method. Moreover, a ¥641 million loss was posted on the sale of shares of an affiliate. As a result, net income before income taxes and minority interests rose 50.4% over the previous year to ¥19,822 million. Net income increased 25.6% to ¥11,726 million. Net income per share grew 25.6% from ¥227.98 in the previous fiscal year to 286.36. Summary of Reportable Segments The Kobayashi Pharmaceutical Group classifies its business activities into four segments: Consumer Products, Mail Order, Medical Devices and Other Business. Net sales by segment include inter-group sales and transfers, which amounted to ¥8,286 million in fiscal 2011 and ¥8,368 million in fiscal 2012. Net Sales and Operating Income (Loss) by Segment Net Sales Consumer Products Business Sales to third parties Inter-group sales and transfers Total Mail Order Business Sales to third parties Wholesale Business Sales to third parties Inter-group sales and transfers Total Medical Devices Business Sales to third parties Other Business Sales to third parties Inter-group sales and transfers Total Operating Income (Loss) Consumer Products Business Mail Order Business Wholesale Business Medical Devices Business Other Business (Millions of yen) 2008 2009 2010 2011 2012 84,707 26,213 110,920 112,594 26 112,620 115,478 37 115,515 107,657 3,136 110,793 109,203 3,221 112,424 — — — 9,872 10,381 131,602 359 131,962 — — — — — — — — — — — — 10,728 11,325 12,111 12,184 10,476 1,788 6,306 8,094 1,773 5,507 7,281 1,595 5,485 7,080 1,111 5,150 6,261 1,107 5,147 6,254 2008 18,005 — (131) (418) 431 2009 15,910 — — (554) 473 2010 16,507 — — 143 400 2011 18,966 311 — 251 171 2012 18,317 132 — 292 554 (Millions of yen) KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 32 Management’s Discussion and Analysis Consumer Products Business In the fiscal year under review, we launched a total of 17 new products in this segment in order to create new markets and expand existing markets. Several of these recorded solid sales and made a particular positive contribution to our earnings, including Attonon, an external medicine for scars, and Tomarina, a medicated toothpaste for consumers bothered by gingival recession. Existing products such as OTC pharmaceuticals Eyebon (an eye wash) and Inochi No Haha A (a medicine for women’s health) as well as oral care product Shouyou (a medicated toothpaste that prevents gingivitis and periodontitis) also grew steadily and contributed to earnings. In addition, given growing demand for measures to conserve electricity, heat relief remedies saw robust sales during the summer, including cooling gel sheet Netsusama Sheet, cooling gel mat Netsusama Hinyari Gel Mat, and Shirt Cool, a long-lasting cool spray for coating clothing. During the winter months body warmers recorded firm sales, as sales from both seasons helped boost overall net sales. On the other hand, damage incurred by Sendai Kobayashi Pharmaceutical Co., Ltd. in the Great East Japan Earthquake caused us to implement shipment quotas to restrict the daily shipment volume of certain deodorizing air fresheners manufactured there, which caused sales of deodorizing air fresheners to fall. Furthermore, we actively implemented marketing activities such as sales promotions and advertisements. As a result, net sales for the Consumer Products Business rose 1.5% year-on-year to ¥112,424 million, while operating income declined 3.4% year-on-year to ¥18,317 million. Net Sales by Category 2011 Changes 2012 Sales (Millions of yen) % of Total Sales OTC pharmaceuticals 21,941 19.8 22,929 20.4 987 4.5 Oral hygiene products 15,510 14.0 16,234 14.5 723 4.7 Sanitary products 14,042 12.7 14,309 12.7 267 1.9 Deodorizing air fresheners 30,733 27.8 29,720 26.4 (1,012) (3.3) Household sundries 4,791 4.3 4,585 4.1 (206) (4.3) Food products 8,881 8.0 9,101 8.1 219 2.5 Body warmers 14,890 13.4 15,543 13.8 653 4.4 110,793 100 112,424 100.0 1,631 1.5 Total Sales (Millions of yen) % of Total Sales Sales (Millions of yen) Changes (%) Trends in Number of Profitable and Unprofitable Brands We thoroughly followed our own strict market launch standards for new products, taking measures such as conducting test marketing to improve our hit ratio. In addition, we have tightened profitability control for existing brands while withdrawing brands which failed to become profitable. Trends in Number of Profitable and Unprofitable Brands (Number) 100 89 80 Unprofitable brands 62 49 2008 89 2009 95 2010 94 2011 96 2012 98 80 62 49 50 48 98 96 94 80 60 Trends in Number of Profitable and Unprofitable Brands Profitable brands 95 50 48 40 20 0 2008 Profitable Brands New Product Contribution Rate We refer to the percentage of net sales accounted for by new products as the new product contribution rate. We have established the target to achieve a new product contribution rate of greater than 10% in the initial year, and a new product contribution rate of greater than 35% for products released within the previous four years. In the fiscal year under review we launched 17 new products, with new products in their first year accounting for 5.1% of net sales, while new products released during the previous four years accounted for 15.3% of net sales. 2009 2010 2011 2012 Unprofitable Brands New Product Contribution Rate (%) 30 29.4 29.5 26.7 25 18.0 20 15.3 15 New Product Contribution Rate (%) First year 2008 9.0 2009 7.4 2010 8.3 2011 5.3 2012 5.1 First Four years 29.4 29.5 26.7 18.0 15.3 10 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 7.4 8.3 2009 2010 5 5.3 5.1 2011 2012 0 2008 First Year 33 9.0 First Four Years Mail Order Business This segment engages in mail order sales of nutritional supplements and skincare products. In the fiscal year under review, we strived to cultivate new customers and promote regular purchases from our existing customers by implementing sales promotion activities focused on direct mail and proactive advertisements. As a result, net sales for this segment increased 5.1% year on year to ¥10,381 million, while operating income declined 57.4% to ¥132 million. Medical Devices Business The Medical Devices Business followed a selection-and-concentration approach with a focus on the anticipated growth fields of orthopedics and operation room-related products. In addition, all of the U.S.-based eVent Medical Inc.’s stock was transferred in a management buyout deal executed on July 31, 2011. As a result, net sales in this segment fell 14.0% year-on-year to ¥10,476 million, but operating income rose 16.0% over the previous fiscal year to ¥292 million. Net Sales by Category 2011 2012 Changes Sales Sales (Millions of yen) % of Total Sales (Millions of yen) % of Total Sales Kobayashi Medical Co., Ltd. Changes (%) 10,213 83.8 8,965 85.6 (1,247) (12.2) 915 7.5 427 4.1 (487) (53.3) 1,055 8.7 1,083 10.3 27 2.6 12,184 100.0 10,476 100.0 eVent Medical Inc. Others Total Sales (Millions of yen) (1,707) (14.0) Other Business Businesses in this segment, which includes activities such as transportation, the manufacture and distribution of synthetic resin containers, insurance agency operations, real estate management, and advertising planning and production, support the three segments above. Although each affiliated company conducts business on a financially independent basis, one of the objectives is to contribute to the profit of the above three segments. Therefore, the Group revised the delivery price of the materials and services provided by companies in this segment as required. As a result, this segment recorded net sales of ¥6,254 million, down 0.1% year-on-year, and operating income of ¥554 million, up 223.9%. Analysis of Financial Position Assets Total assets were ¥147,891 million as of the end of this fiscal year, an increase of 10.1% compared with the end of the previous fiscal year. Current assets increased 15.4% year over year to total ¥102,538 million. The main reason for this was an increase in cash and time deposits of ¥10,873 million and a rise in trade notes and accounts receivable of ¥2,234 million. Property, plant and equipment, net, decreased 3.7% over the previous fiscal year to ¥13,628 million. This was primarily due to a decrease in leased assets (on a net basis) of ¥357 million. Investments and other assets increased 1.2% over the previous fiscal year to ¥31,725 million. This was primarily attributable to an increase in investment securities of ¥1,880 million. Liabilities improved 14.0 percentage points to 271.3%. Long-term liabilities declined 3.2% to ¥8,221 million. Interest-bearing Debt (Millions of yen) 2,000 1,708 1,500 1,000 726 500 645 0 2008 2009 2010 26 5 2011 2012 Total liabilities as of the end of this fiscal year were ¥46,012 million, up 7.0% from the end of the previous fiscal year. Current liabilities increased 9.5% to ¥37,791 million. The main factors for this increase included a ¥1,811 million increase in other accounts payable from a rise in advertising expenses and a ¥2,320 million rise in accrued income tax. As a result, the current ratio KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 34 Management’s Discussion and Analysis Net Assets Net assets including minority interests at the end of the fiscal year under review rose 11.5% year over year to ¥101,879 million. The primary reason for this increase was an increase in retained earnings of ¥8,942 million as well as an increase in the unrealized holding gain on securities of ¥1,508 million. As a result, the equity ratio rose 0.9 percentage points from 67.9% to 68.8%. Return on equity (ROE) rose 1.6 percentage points compared to the previous fiscal year end, from 10.6% to 12.2%. Return on assets (ROA) declined 0.1 percentage point from 14.3% to 14.2%. ROE ROA (%) (%) 15 12 11.2 11.5 11.5 10.6 15 12.2 12 9 9 6 6 3 3 10.9 12.4 13.3 2009 2010 14.3 14.2 2011 2012 0 0 2008 2010 2009 2011 2012 2008 Cash Flow Analysis Cash Flows from Operating Activities Cash Flows from Financing Activities Net cash provided by operating activities was ¥17,250 million, a 31.0% increase compared with the previous fiscal year. The main factors were ¥19,822 million in income before income taxes and minority interests, ¥3,232 million in depreciation and amortization, ¥2,060 million increase in trade notes and accounts receivable, ¥1,019 million increase in inventories, ¥1,036 million in interest and dividends received, and ¥4,762 million in income tax paid. Net cash used in financing activities totaled ¥3,292 million, down 36.1% year-on-year. This was primarily due to ¥2,784 million in dividends paid. As a result, cash and cash equivalents as of March 31, 2012 totaled ¥42,836 million, an increase of ¥10,873 million from the end of the previous fiscal year. Cash Flows from Investing Activities (Millions of yen) 50,000 Cash and Cash Equivalents at End of Year Net cash used in investing activities totaled ¥2,929 million, down 65.0% year on year. Major factors affecting this cash flow were ¥39,990 million in the purchases of securities, ¥41,000 million in proceeds from sales and redemption of securities, ¥1,748 million in payments for the purchases of property, plant and equipment, and ¥1,249 million in purchases of investments in securities. 42,836 40,000 30,000 20,000 32,624 31,963 2010 2011 23,813 17,164 10,000 0 2008 Cash Flows 2012 Amount (Millions of yen) 2011 Amount (Millions of yen) Cash flows from operating activities 2009 13,168 2012 Changes Amount (Millions of yen) Change (%) 17,250 4,082 31.0 (65.0) Cash flows from investing activities (8,379) (2,929) 5,450 Free cash flows* 4,789 14,321 9,531 Cash flows from financing activities (5,154) (3,292) 1,862 (36.1) 42,836 10,873 34.0 Cash and cash equivalents at end of the year 31,963 199.0 * Free cash flow: Cash flows from operating activities + Cash flows from investing activities R&D Expenses R&D Expenses We believe that R&D underpins new product development, which is one of the core strengths of the Kobayashi Pharmaceutical Group. In the fiscal year under review, the Consumer Products Business developed 17 new products, while the Mail Order Business developed four. Consequently, R&D costs increased 7.8% over the previous fiscal year to ¥4,386 million. (Millions of yen) 5,000 4,000 3,000 2,813 3,361 3,962 4,069 2010 2011 4,386 2,000 1,000 0 2008 35 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 2009 2012 Risk Factors (1) Highly Competitive Business Environment The Kobayashi Pharmaceutical Group aims to differentiate itself from rival companies by developing new products and services that satisfy customer needs. This is crucial as the Group’s main products target retail consumers. However, we are susceptible to intensifying price-based competition triggered by the launch of competing products by rivals. In response, we may have to increase development costs for new products, or advertising and sales promotion expenses to stimulate demand. These and other factors could affect the Group’s operating results and financial position. (2) Highly Susceptible to Sales of New Products The Group pursues aggressive product development activities as part of its strategy for spurring growth and launching new products every year in the spring and fall. However, delays in developing or bringing new products to market, sales of competing products, and other factors may have an impact on sales of the Group’s new products, which could in turn affect the Group’s operating results and financial position. (3) Risk Concerning Inability to Reap Anticipated Benefits of Mergers and Alliances While enhancing product lineups through mergers and acquisitions (M&A) and business alliances, the Group is also striving to expand its sales regions in pursuit of a broader range of new markets both in Japan and overseas. However, these M&As and alliances are subject to uncertainties. The Group may be unable to reap the anticipated benefits of M&As and alliances or may be forced to change its business strategies due to unforeseen post-merger or alliance events. This could affect the Group’s operating results and financial position. (7) Impact of Inclement Weather Sales of some of the Group’s products, such as body warmers, hay fever-related products, and cold remedies, are highly susceptible to and prone to be impacted by seasonal factors such as temperatures and airborne pollen counts. Trends in sales of these products could therefore affect the Group’s operating results and financial position. (8) Impact from Natural Disasters The Group’s manufacturing bases are located throughout Japan. As such, if a natural disaster such as an earthquake or a large typhoon should strike an area or areas in which these bases are located, the Group’s management and financial performance could be affected. (9) Overseas Business Risk The Group’s trading transactions involving products and raw materials are subject to fluctuations in exchange rates. However, the Group reduces their impact on operating results mainly by hedging foreign currency risk through forward exchange transactions. The Group does not engage in derivative transactions for speculative purposes. Line items denominated in foreign currencies, including the net sales, expenses, assets and liabilities of consolidated overseas subsidiaries, are converted into yen for the purpose of preparing consolidated financial statements. In the event of a large change in the prevailing exchange rate on the conversion date, there will be a substantial corresponding change in the yen value of such line items. The Group is also exposed to the risk of changes in regulations by foreign governments, as well as economic conditions. These and other factors could affect the Group’s operating results and financial position. (4) Legal Constraints The Group’s products include OTC pharmaceuticals, quasi-pharmaceuticals, cosmetics, medical devices, and more. The Group’s operating results and financial position could be affected if the development or launch of products is subject to sanctions or other measures under Japan’s Pharmaceutical Affairs Act or other relevant laws and regulations. (10) Information Management and System Risk The Group holds large volumes of information mainly as part of its Mail Order Business, including personal information. For this reason, the Group has established an internal information management system in conjunction with enhancing in-house training programs and information management. However, the Group’s operating results and financial position could be affected by a loss of public trust caused by a leak of information. (5) Product Liability Risk The Group’s products include OTC pharmaceuticals, quasi-pharmaceuticals, cosmetics, medical devices, foods, and more. Any health problems caused to consumers or patients as a result of quality defects in these products may result in significant damage to the Group, which could affect the Group’s operating results and financial position. (11) Intellectual Property Risk Third-party infringement of intellectual property rights, including the Group’s brands and related trademarks, may result in large damages to the Group. Furthermore, the inadvertent infringement of the intellectual property rights of a third party by the Group may also have adverse consequences. These and other factors could impact the Group’s operating results and financial position. (6) Changes in Raw Material Prices The Group’s Consumer Products Business and Mail Order Business are exposed to the risk of changes in raw material prices. Despite ongoing cost reductions, the Group’s operating results and financial condition may be affected by a sharp rise in raw material prices triggered by surging crude oil prices and other factors. (12) Share Price Fluctuation Most of the investment securities owned by the Kobayashi Pharmaceutical Group are listed, and therefore have a risk of share price fluctuation. Any losses or declines in valuation gains for securities, based on the market prices of the fiscal year ends, may impact the business results and financial status of the Kobayashi Pharmaceutical Group. KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 36 Consolidated Financial Statements Consolidated Balance Sheets Kobayashi Pharmaceutical Co., Ltd. and Consolidated Subsidiaries March 31, 2012 and 2011 Thousands of U.S. dollars (Note 1) Millions of yen 2012 2011 2012 ¥ 42,836 ¥ 31,963 $ 521,183 Trade notes and accounts receivable (Notes 4 and 15) 32,114 29,880 390,729 Securities (Notes 5 and 15) 11,004 11,006 133,885 9,506 8,402 115,659 Assets Current assets: Cash and time deposits (Notes 3 and 15) Inventories: Commodities and finished goods Work in process 458 477 5,572 2,050 2,016 24,942 12,014 10,895 146,173 Deferred income taxes (Note 12) 3,288 4,170 40,005 Other current assets 1,351 1,285 16,437 (69) (362) (840) 102,538 88,837 1,247,572 15,979 15,519 194,415 Machinery, equipment and vehicles (Note 6) 6,715 6,416 81,701 Tools, furniture and fixtures (Note 6) 1,050 1,017 12,776 Land 3,469 3,471 42,207 98 107 1,192 2,074 2,431 25,234 Raw materials and supplies Total inventories Allowance for doubtful accounts Total current assets Property, plant and equipment: Buildings and structures (Note 6) Construction in progress Leased assets (Notes 6 and 9) Total property, plant and equipment Accumulated depreciation Property, plant and equipment, net 29,385 28,961 357,525 (15,757) (14,805) (191,714) 13,628 14,156 165,811 1,778 1,863 21,633 17,353 15,388 211,133 Investments and other assets: Investments in securities (Notes 5 and 15): Unconsolidated subsidiaries and affiliates Other Total investments in securities 19,131 17,251 232,766 Deferred income taxes (Note 12) 1,302 2,335 15,841 Goodwill (Note 6) 3,592 4,022 43,704 884 898 10,756 Software Other intangible assets 810 1,003 9,855 Investment properties, net (Note 7) 3,103 3,114 37,754 Other assets (Notes 6 and 15) 3,058 2,931 37,206 Allowance for doubtful accounts Total investments and other assets Total assets (Note 19) See accompanying notes to consolidated financial statements. 37 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 (155) (191) (1,886) 31,725 31,363 385,996 ¥147,891 ¥134,356 $1,799,379 Thousands of U.S. dollars (Note 1) Millions of yen 2011 2012 2012 Liabilities and Net Assets Current liabilities: Short-term loans (Notes 8 and 15) Trade notes and accounts payable (Notes 4 and 15) Lease obligations (Notes 9 and 15) Accrued income taxes (Notes 12 and 15) ¥ 5 ¥ 26 $ 61 12,824 12,881 156,029 392 462 4,769 4,498 2,178 54,727 14,670 12,859 178,489 Reserve for sales returns 1,039 1,661 12,641 Accrued bonuses 2,095 2,086 25,490 13 13 158 Other accounts payable (Note 15) Asset retirement obligations (Note 11) Other current liabilities (Note 15) Total current liabilities 2,255 2,359 27,436 37,791 34,525 459,800 484 874 5,889 5,313 5,159 64,643 18 15 219 Long-term liabilities: Lease obligations (Notes 9 and 15) Accrued retirement benefits for employees (Note 10) Accrued retirement benefits for directors and corporate auditors Asset retirement obligations (Note 11) Other liabilities Total long-term liabilities Total liabilities 87 73 1,059 2,319 2,367 28,214 8,221 8,488 100,024 46,012 43,013 559,824 3,450 3,450 41,976 4,219 4,219 51,332 101,128 92,186 1,230,417 (4,702) (4,701) (57,209) 104,095 95,154 1,266,516 1,998 490 24,310 Contingent liabilities (Note 14) Net Assets Shareholders’ equity (Note 13): Common stock: Authorized – 170,100,000 shares Issued – 42,525,000 shares in 2012 and 2011 Capital surplus Retained earnings Treasury stock, at cost Total shareholders’ equity Accumulated other comprehensive income (loss): Unrealized holding gain on securities Unrealized loss on deferred hedges (Note 16) Translation adjustments Total accumulated other comprehensive loss, net Stock acquisition rights Minority interests Total net assets Total liabilities and net assets (323) (599) (3,930) (4,050) (3,875) (49,276) (2,375) (3,984) (28,896) 159 160 1,935 — 13 — 101,879 91,343 1,239,555 ¥147,891 ¥134,356 $1,799,379 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 38 Consolidated Financial Statements Consolidated Statements of Income Kobayashi Pharmaceutical Co., Ltd. and Consolidated Subsidiaries Years ended March 31, 2012 and 2011 Thousands of U.S. dollars (Note 1) Millions of yen 2012 2011 ¥131,167 54,636 76,531 ¥130,824 56,184 74,640 $1,595,900 664,753 931,147 7,201 5,087 14,999 — 9,891 804 6,992 5,134 13,489 341 9,951 837 87,614 61,893 182,492 — 120,343 9,782 4 3 49 262 740 505 1,738 4,727 4,386 6,889 57,233 19,298 230 822 1,223 1,633 4,776 4,069 6,519 56,019 18,621 3,188 9,004 6,144 21,146 57,513 53,364 83,818 696,350 234,797 381 408 (43) (1,149) 52 663 (86) (31) (641) (3) 223 — 336 383 (61) (1,158) (173) 660 (76) (637) — (37) 53 (5,143) 4,636 4,964 (523) (13,980) 633 8,067 (1,046) (377) (7,799) (37) 2,713 — Cumulative effect of change in method of accounting for asset retirement obligations — (25) — Loss on disaster Other, net Income before income taxes and minority interests Income taxes (Note 12): Current Deferred (39) 789 19,822 (259) 694 13,178 (475) 9,600 241,173 6,936 1,160 8,096 11,726 (0) ¥ 11,726 4,917 (1,075) 3,842 9,336 0 ¥ 9,336 84,390 14,114 98,504 142,669 (0) $ 142,669 Net sales (Note 19) Cost of sales Gross profit Selling, general and administrative expenses: Sales promotions Freight and storage Advertising Provision for allowance for doubtful accounts Salaries and bonuses Net pension cost Provision for accrued retirement benefits for directors and corporate auditors Taxes and dues other than income taxes Depreciation and amortization (Note 19) Amortization of goodwill (Note 19) Office rent and other rental charges External service fees Research and development costs Other Total selling, general and administrative expenses Operating income Other income (expenses): Interest and dividend income (Note 19) Equity in earnings of affiliates (Note 19) Interest expense (Note 19) Sales discounts Foreign currency exchange gain (loss), net Royalty income Loss on disposal or sales of property, plant and equipment, net Loss on impairment of fixed assets (Notes 6 and 19) Loss on sales of shares of an affiliate Loss on devaluation of shares of affiliates Gain on sales of investments in securities Loss on devaluation of investments in securities (Note5) Income before minority interests Minority interests Net income See accompanying notes to consolidated financial statements. 39 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 2012 Consolidated Financial Statements Consolidated Statements of Comprehensive Income Kobayashi Pharmaceutical Co., Ltd. and Consolidated Subsidiaries Years ended March 31, 2012 and 2011 Thousands of U.S. dollars (Note 1) Millions of yen 2011 2012 Income before minority interests Other comprehensive income (loss): Unrealized holding gain on securities Unrealized gain (loss) on deferred hedges Translation adjustments Share of other comprehensive income (loss) of an affiliate accounted for by the equity method Other comprehensive income, net (Note 18) Comprehensive income Comprehensive income attributable to: Shareholders of Kobayashi Pharmaceutical Co., Ltd. Minority interests 2012 ¥11,726 ¥9,336 $142,669 1,508 127 (175) 1,451 (114) (1,066) 18,348 1,545 (2,129) 149 (162) 1,813 1,609 ¥13,335 109 ¥9,445 19,577 $162,246 ¥13,335 ¥(0) ¥9,445 ¥0 $162,246 $(0) Consolidated Statements of Changes in Net Assets Kobayashi Pharmaceutical Co., Ltd. and Consolidated Subsidiaries Years ended March 31, 2012 and 2011 Millions of yen Number of shares issued Common (Thousands) stock Balance at April 1, 2010 Net income for the year Cash dividends Purchases of treasury stock Other changes Balance at April 1, 2011 Net income for the year Cash dividends Purchases of treasury stock Disposal of treasury stock Other changes Balance at March 31, 2012 42,525 — — — — 42,525 — — — — — 42,525 ¥3,450 — — — — 3,450 — — — — — ¥3,450 Retained earnings Treasury stock, at cost Unrealized holding gain on securities ¥4,219 ¥ 85,553 — 9,336 — (2,703) — — — — 4,219 92,186 — 11,726 — (2,784) — — — — — — ¥4,219 ¥101,128 ¥(4,701) — — (0) — (4,701) — — (1) 0 — ¥(4,702) ¥ (961) — — — 1,451 490 — — — — 1,508 ¥1,998 Capital surplus Unrealized loss on Stock deferred Translation acquisition hedges adjustments rights ¥(323) — — — (276) (599) — — — — 276 ¥(323) ¥(2,809) — — — (1,066) (3,875) — — — — (175) ¥(4,050) Minority interests ¥163 — — — (3) 160 — — — — (1) ¥159 Total net assets ¥12 ¥ 84,603 — 9,336 — (2,703) — (0) 1 107 13 91,343 — 11,726 — (2,784) — (1) — 0 (13) 1,595 ¥— ¥101,879 Thousands of U.S. dollars (Note 1) Common stock Balance at April 1, 2011 Net income for the year Cash dividends Purchases of treasury stock Disposal of treasury stock Other changes Balance at March 31, 2012 $41,976 — — — — — $41,976 Capital surplus Retained earnings Treasury stock, at cost $51,332 $1,121,621 $(57,197) — 142,669 — — (33,873) — — — (12) — — 0 — — — $51,332 $1,230,417 $(57,209) Unrealized holding gain on securities $ 5,962 — — — — 18,348 $24,310 Unrealized loss on Stock deferred Translation acquisition hedges adjustments rights $(7,288) $(47,147) — — — — — — — — (2,129) 3,358 $(3,930) $(49,276) Minority interests $1,947 — — — — (12) $1,935 Total net assets $158 $1,111,364 — 142,669 — (33,873) — (12) — 0 (158) 19,407 $ — $1,239,555 See accompanying notes to consolidated financial statements. KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 40 Consolidated Financial Statements Consolidated Statements of Cash Flows Kobayashi Pharmaceutical Co., Ltd. and Consolidated Subsidiaries Years ended March 31, 2012 and 2011 Thousands of U.S. dollars (Note 1) Millions of yen Cash flows from operating activities: Income before income taxes and minority interests Adjustments for: Depreciation and amortization Loss on impairment of fixed assets (Decrease) increase in allowance for doubtful accounts Increase in accrued retirement benefits Interest and dividend income Interest expense Equity in earnings of affiliates Loss on sales of shares of an affiliate Gain on sales of investments in securities Loss on devaluation of investments in securities Loss on disposal or sales of property, plant and equipment, net Loss on devaluation of shares of affiliates Changes in operating assets and liabilities: Increase in trade notes and accounts receivable (Increase) decrease in inventories Decrease in trade notes and accounts payable Increase in other accounts payable Decrease in consumption taxes payable Other Subtotal Interest and dividends received Interest paid Income taxes paid Net cash provided by operating activities Cash flows from investing activities: Decrease in time deposits Purchases of securities Proceeds from sales and redemption of securities Payments for purchases of property, plant and equipment Proceeds from sales of property, plant and equipment Payments for purchases of intangible assets Purchases of investments in securities Proceeds from sales of investments in securities Increase in other assets Purchases of investments in subsidiaries resulting in change in scope of consolidation Other Net cash used in investing activities Cash flows from financing activities: Decrease in short-term loans, net Repayment of long-term debt Dividends paid Increase in treasury stock Decrease in lease obligations Liquidating dividend of a subsidiary paid to minority interests Net cash used in financing activities Effect of exchange rate changes on cash and cash equivalents Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of the year Decrease in cash and cash equivalents due to exclusion of consolidated subsidiary from scope of consolidation Cash and cash equivalents at end of the year (Note 3) See accompanying notes to consolidated financial statements. 41 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 2012 2011 2012 ¥19,822 ¥13,178 $241,173 3,232 31 (327) 150 (381) 43 (408) 641 (223) — 86 3 4,155 637 345 342 (336) 61 (383) — (53) 5,143 76 37 39,324 377 (3,979) 1,825 (4,636) 523 (4,964) 7,799 (2,713) — 1,046 37 (2,060) (1,019) (6) 1,932 (165) (347) 21,004 1,036 (28) (4,762) ¥17,250 (3,716) 430 (1,599) 252 (17) 326 18,878 479 (47) (6,142) ¥13,168 (25,064) (12,398) (73) 23,507 (2,008) (4,222) 255,554 12,605 (340) (57,939) $209,880 ¥ — (39,990) 41,000 (1,748) 15 (345) (1,249) 712 (174) ¥ 44 (36,989) 37,000 (1,868) 2 (299) (6,084) 53 (122) $ — (486,556) 498,844 (21,268) 183 (4,198) (15,196) 8,663 (2,117) (979) — (11,911) (171) (2,929) (116) (8,379) (2,081) (35,637) (30) — (2,784) (1) (463) (14) (3,292) (1,673) (176) (2,703) (0) (602) — (5,154) (365) — (33,873) (12) (5,633) (171) (40,054) (154) 10,875 31,963 (296) (661) 32,624 (1,874) 132,315 388,892 (2) — (24) ¥42,836 ¥31,963 $521,183 Notes to Consolidated Financial Statements Kobayashi Pharmaceutical Co., Ltd. and Consolidated Subsidiaries Years ended March 31, 2012 and 2011 1. Basis of Presentation of Consolidated Financial Statements The accompanying consolidated financial statements of Kobayashi Pharmaceutical Co., Ltd. (the “Company”) and its consolidated subsidiaries (collectively, the “Group”) have been prepared on the basis of accounting principles generally accepted in Japan, which are different in certain respects as to the application and disclosure requirements of International Financial Reporting Standards, and are compiled from the consolidated financial statements prepared by the Company as required by the Financial Instruments and Exchange Act of Japan. In preparing the accompanying consolidated financial statements, certain reclassifications and rearrangements have been made to the consolidated financial statements issued domestically in order to present them in a format which is more familiar to readers outside Japan. In addition, certain notes included herein are not required under accounting principles generally accepted in Japan but are presented as additional information. Certain reclassifications of previously reported amounts have been made to conform the consolidated financial statements for the year ended March 31, 2011 to the 2012 presentation. Such reclassifications had no effect on consolidated net income or net assets. The U.S. dollar amounts included in the accompanying consolidated financial statements and the notes are presented solely for convenience and are translated, as a matter of arithmetic computation only, at ¥82.19 = U.S.$1.00, the approximate exchange rate in effect on March 31, 2012. This translation should not be construed as a representation that Japanese yen amounts have been, could have been, or could in the future be, converted into U.S. dollars at the above or any other rate. 2. Summary of Significant Accounting Policies (a) Principles of consolidation The accompanying consolidated financial statements include the accounts of the Company and its significant subsidiaries. All significant intercompany transactions and accounts have been eliminated in consolidation. Investments in an affiliate (company over which the Company has the ability to exercise significant influence) are, with certain minor exceptions, accounted for by the equity method. Goodwill is amortized principally by the straight-line method over a twenty-year period. Minor differences are charged or credited to income in the year of acquisition. The balance sheet date of certain consolidated subsidiaries is December 31. Any significant differences in intercompany accounts and transactions arising from intervening intercompany transactions during the period from January 1 through March 31 have been adjusted, if necessary. In addition, the balance sheet date of one domestic consolidated subsidiary is June 30. For consolidation purposes, the financial statement of the subsidiary was prepared as of and for the year ended March 31. (b) Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the year-end date of the financial statements and the reported amounts of revenues and expenses for the reporting period. The actual results could differ from these estimates. (c) Cash and cash equivalents Cash and cash equivalents include cash on hand, deposits with banks withdrawable on demand, and short-term investments which are readily convertible to cash subject to an insignificant risk of any change in their value and which were purchased with an original maturity of three months or less. (d) Foreign currency translation Revenue and expenses denominated in foreign currencies are translated into Japanese yen at the exchange rates prevailing at the respective transaction dates. All monetary assets and liabilities denominated in foreign currencies are translated into Japanese yen at the rates of exchange in effect at the balance sheet date except for those items covered by forward foreign exchange contracts and currency options. The balance sheet accounts of the overseas consolidated subsidiaries are translated into Japanese yen at the rates of exchange in effect at the balance sheet date except that the components of net assets excluding minority interests are translated at their historical exchange rates. Revenue and expense accounts are translated at the average rates of exchange in effect during the year. Differences resulting from translating the financial statements of the overseas subsidiaries have not been included in the determination of net income, but are presented as “Translation adjustments” in the consolidated financial statements. (e) Investments in securities Securities are classified into three categories: trading securities, held-to-maturity debt securities, or other securities. Trading securities, consisting of debt and marketable equity securities, are stated at fair value. Gain or loss, both realized and unrealized, is credited or charged to income. Held-to-maturity debt securities are stated at amortized cost. Marketable securities classified as other securities are carried at fair value with any changes in unrealized holding gain or loss, net of the applicable income taxes, reported as a separate component of accumulated other comprehensive income (loss). Non-marketable securities classified as other securities are carried at cost. If the fair value of other securities has declined significantly and the impairment in value is not deemed temporary, these securities are written down to fair value and the resulting loss is charged to income as incurred. KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 42 (f) Inventories Commodities and raw materials are stated principally at the lower of cost, determined by the moving average method, or net selling value. Finished goods, work in process and supplies are principally stated at the lower of cost, determined by the weighted-average method, or net selling value. (g) Property, plant and equipment (excluding leased assets) Property, plant and equipment are stated at cost. The Company and its domestic consolidated subsidiaries calculate depreciation by the declining-balance method except for buildings (other than structures attached to the buildings) acquired after March 31, 1998, to which the straight-line method is applied. The overseas consolidated subsidiaries calculate depreciation by the straight-line method. (h) Leased assets Leased assets under finance lease transactions which do not transfer ownership to the lessee are capitalized and depreciated over the respective lease terms by the straight-line method assuming a nil residual value. (i) Allowance for doubtful accounts The Company and its domestic consolidated subsidiaries provide an allowance for doubtful accounts principally at an amount based on their historical bad debt ratio. In addition, an additional allowance is provided at an estimate of uncollectible amounts with respect to certain specific doubtful receivables. Overseas consolidated subsidiaries provide an allowance for doubtful accounts based on estimate of uncollectible amounts with the current status. (j) Reserve for sales returns The Company and certain domestic consolidated subsidiaries provide a reserve for sales returns based on the historical sales return ratio. (k) Accrued bonuses The Company and its domestic consolidated subsidiaries provide accrued bonuses for the future payment of employees’ bonuses based on the estimated amount of bonus payments. (l) Accrued retirement benefits Pension plans of the Company and certain consolidated subsidiaries include an unfunded defined retirement benefit plan, a non-contributory funded pension plan, and defined contribution pension plans. The unfunded defined retirement benefit plans provide for lump-sum payments to eligible employees who terminate their services which are determined by reference to their current rate of pay, length of service and the conditions under which termination occurs. Accrued retirement benefits for employees of the Company and two domestic consolidated subsidiaries represent the estimated present value of the projected benefit obligation in excess of the fair value of the pension plan assets. All other domestic consolidated subsidiaries and certain overseas consolidated subsidiaries have adopted a simplified method of calculation. Under this simplified method, accrued retirement benefits for employees are stated at 100% of the amount which would be required to be paid if all eligible employees voluntarily retired at the balance sheet date. Prior service cost is being amortized by the straight-line method over ten years which is a shorter period than the average remaining years of service of the participants. Actuarial differences are amortized in the year following the year in which differences are recognized by the straight-line method over ten years which is a shorter period than the average remaining years of service of the participants. Directors and corporate auditors of certain domestic consolidated subsidiaries (collectively, “officers”) are customarily entitled, subject to shareholders’ approval, to lump-sum payments under an unfunded retirement allowances plan. Accrued retirement benefits for officers have been made at an estimated amount based on the consolidated subsidiaries’ internal regulations. The Company decided to abolish the retirement allowances plan for officers at the Board of Directors meeting held on February 12, 2009. At the annual general shareholders’ meeting held on June 26, 2009, a proposal was then subsequently approved to provide retirement allowances for these officers when they retire. (m) Income taxes Deferred income taxes have been recognized with respect to the differences between financial reporting and the tax bases of the assets and liabilities. Deferred income taxes are measured at the rates expected to apply to the period when each asset or liability is realized, based on the tax rates that will be in effect as of the balance sheet date or are to be subsequently effective. (n) Research and development costs and computer software Research and development costs are charged to income when incurred. Expenditures relating to computer software developed for internal use are charged to income when incurred, except if they contribute to the generation of future income or cost savings. Such expenditures are capitalized as assets and are amortized over their respective estimated useful lives, customarily 5 years. (o) Distribution of retained earnings Under the Corporation Law, the distribution of retained earnings with respect to a given financial period can be made by resolution of the Board of Directors meeting held subsequent to the close of the financial period. The accounts for that period do not, therefore, reflect such appropriations (see Note 20). 43 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 (p) Derivatives and hedging activities Derivative financial instruments, which include forward foreign exchange contracts and currency options, are used to offset the Group’s risk of exposure to fluctuation in currency exchange rates. Derivatives are carried at fair value with any changes in unrealized gain or loss credited or charged to income, except for those which meet the criteria for deferral hedge accounting under which unrealized gain or loss is deferred as a separate component of accumulated other comprehensive income (loss). When forward foreign exchange contracts or currency options meet certain criteria, receivables and payables covered by the contract are translated at the contracted rates. The Company and domestic consolidated subsidiaries evaluate the effectiveness of their hedging activities by reference to the accumulated gain or loss on each hedging instrument and on the related underlying hedged item from the commencement of the hedge. (Additional Information) Accounting changes and error corrections Effective April 1, 2011, the Company and its domestic consolidated subsidiaries adopted the “Accounting Standard for Accounting Changes and Error Corrections” (Accounting Standards Board of Japan (“ASBJ”) Statement No. 24 issued on December 4, 2009) and the “Guidance on Accounting Standard for Accounting Changes and Error Corrections” (ASBJ Guidance No. 24 issued on December 4, 2009). 3. Cash and Cash Equivalents A reconciliation between the balances of cash and time deposits in the accompanying consolidated balance sheets at March 31, 2012 and 2011 and the balances of cash and cash equivalents as presented in the accompanying consolidated statements of cash flows for the years then ended have been omitted since there were no reconciliation items. 4. Trade Notes Receivable and Trade Notes and Accounts Payable Although the balance sheet date for the year ended March 31, 2012 fell on a bank holiday, trade notes receivable of ¥125 million ($1,521 thousand), trade notes payable of ¥733 million ($8,918 thousand) and factoring accounts payable of ¥829 million ($10,086 thousand) with due date of March 31, 2012 were accounted for as settlement on that date and were excluded from the respective balances in the consolidated balance sheet at March 31, 2012. KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 44 5. Securities and Investments in Securities (a) Securities classified as “Other securities” at March 31, 2012 and 2011 are summarized as follows: ( I ) Securities whose carrying value exceeds their acquisition cost Millions of yen Acquisition cost 2012 Carrying value ¥ 8,369 12,644 ¥21,013 ¥ 4,647 12,531 ¥17,178 Equity securities Debt securities Unrealized gain Acquisition cost ¥3,722 113 ¥3,835 ¥ 728 8,034 ¥8,762 2011 Carrying value Unrealized gain ¥ 2,396 8,040 ¥10,436 ¥1,668 6 ¥1,674 2011 Carrying value Unrealized loss Thousands of U.S. dollars Acquisition cost 2012 Carrying value Unrealized gain $ 56,540 152,464 $209,004 $101,825 153,839 $255,664 $45,285 1,375 $46,660 Equity securities Debt securities ( II ) Securities whose acquisition cost exceeds their carrying value Millions of yen Acquisition cost 2012 Carrying value ¥2,310 5,505 ¥7,815 ¥1,545 5,504 ¥7,049 Equity securities Debt securities Unrealized loss Acquisition cost ¥(765) (1) ¥(766) ¥ 5,995 10,009 ¥16,004 ¥(806) (51) ¥(857) ¥ 5,189 9,958 ¥15,147 Thousands of U.S. dollars Acquisition cost 2012 Carrying value $28,106 66,979 $95,085 $18,798 66,967 $85,765 Equity securities Debt securities Unrealized loss $(9,308) (12) $(9,320) (III) Securities whose market value is not determinable Millions of yen Unlisted equity securities Thousands of U.S. dollars 2012 2011 2012 ¥295 ¥811 $3,589 (IV) Proceeds from sales, and gross realized gain on other securities Millions of yen Proceeds from sales Gross realized gain 45 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 Thousands of U.S. dollars 2012 2011 2012 ¥— — ¥53 53 $— — (b) Loss on devaluation of investments in securities for the years ended March 31, 2012 and 2011 For the year ended March 31, 2011, loss on devaluation of investments in securities of ¥5,143 million was recognized in the consolidated statement of income. If the fair value of other securities has declined by more than 30% from their acquisition costs, loss on devaluation is recognized on those securities, considering their recoverability. If the fair value of other securities has declined by more than 50% from their acquisition costs, loss on devaluation is fully recognized on those securities. There is no loss on devaluation of investments in securities for the year ended March 31, 2012. 6. Loss on Impairment of Fixed Assets The Company and its consolidated subsidiaries group their property, plant and equipment and intangible assets for business use at each business segment unit and these are defined as the smallest identifiable group of assets generating cash inflows. The head office building, central laboratories and certain other assets are grouped as one common asset group. For the years ended March 31, 2012 and 2011, the carrying value of production facilities and other, which are not anticipated to be utilized in the future, have been reduced to their respective recoverable amounts and a loss on impairment of fixed assets was recognized in the accompanying consolidated statements of income. The recoverable amounts of production facilities and medical devices are based on the value in use. For the years ended March 31, 2012 and 2011, the value in use of the production facilities is measured at zero because future cash flow is not expected. The Company reviewed the fair value, including the consolidated goodwill, of an acquired subsidiary since expected earnings from the acquired subsidiary have not materialized. As a result, the Company reduced the carrying value of the goodwill to the recoverable amount and loss on impairment was recognized in the consolidated statement of income for the year ended March 31, 2011. Loss on impairment of fixed assets for the years ended March 31, 2012 and 2011 are summarized as follows: 2012 Location Osaka and other Osaka and other Classification Millions of yen Machinery, equipment and other Leased assets ¥28 3 ¥31 Description Production facilities and other Production facilities Thousands of U.S. dollars $340 37 $377 2011 Location Osaka and other Osaka Osaka and other United States Osaka Description Production facilities and other Medical devices Production facilities Other Other Classification Machinery, equipment and other Tools, furniture and fixtures Leased assets Goodwill Long-term prepaid expenses included in other assets Millions of yen ¥ 19 20 21 573 4 ¥637 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 46 7. Investment Properties The Company and certain consolidated subsidiaries own rental properties (including land) in Osaka prefecture and other areas. Rental income from these properties amounted to ¥275 million ($3,346 thousand) and ¥274 million, and related costs amounted to ¥77 million ($937 thousand) and ¥80 million for the years ended March 31, 2012 and 2011, respectively. The carrying value on the consolidated balance sheets at March 31, 2012 and 2011, and corresponding fair value of those properties are as follows: Millions of yen Carrying value Fair value As of April 1, 2011 Net change ¥3,775 As of March 31, 2012 As of March 31, 2012 ¥3,762 ¥4,098 As of March 31, 2011 As of March 31, 2011 ¥3,775 ¥4,197 ¥ (13) Millions of yen Carrying value As of April 1, 2010 Net change ¥3,810 Fair value ¥ (35) Thousands of U.S. dollars Carrying value Fair value As of April 1, 2011 Net change As of March 31, 2012 As of March 31, 2012 $45,930 $ (158) $45,772 $49,860 The carrying value represents the acquisition cost less accumulated depreciation and cumulative impairment loss. The significant components of net changes in carrying value for the years ended March 31, 2012 and 2011 were due to net effect of increases related to repair work on real estate properties in the amount of ¥26 million ($316 thousand) and acquisition of real estate properties in the amount of ¥5 million, and decreases related to depreciation in the amount of ¥37 million ($450 thousand) and ¥38 million for the years ended March 31, 2012 and 2011, respectively. The fair value of the main properties is estimated based on a real estate appraisal report issued by independent real estate appraisers. 8. Short-Term Loans The average interest rates on short-term bank loans at March 31, 2012 and 2011 were 1.07% and 1.58%, respectively. In order to achieve more efficient and flexible financing, the Company and certain consolidated subsidiaries have concluded line-of-credit agreements with certain financial institutions. The status of these at March 31, 2012 and 2011 is summarized as follows: Millions of yen Lines-of-credit Credit used Available credit Thousands of U.S. dollars 2012 2011 2012 ¥26,424 — ¥26,424 ¥26,401 (26) ¥26,375 $321,499 — $321,499 9. Lease Transactions (a) Finance lease transactions The Group principally leases production facilities, consisting of machinery, equipment, vehicles, furniture and fixtures, which are used in the consumer products division and facilities, consisting of furniture and fixtures, which are used in the medical devices division. The Group also leases software. Lease obligations related to finance lease transactions at March 31, 2012 are summarized as follows: Millions of yen 2012 Finance lease obligations due in installments from 2013 through 2019 Less current portion 47 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 ¥876 (392) ¥484 Thousands of U.S. dollars 2012 $10,658 (4,769) $ 5,889 The aggregate annual maturities of finance lease obligations subsequent to March 31, 2012 are summarized as follows: Year ending March 31, Millions of yen Thousands of U.S. dollars $ 4,769 3,492 1,497 535 207 158 $10,658 ¥392 287 123 44 17 13 ¥876 2013 2014 2015 2016 2017 2018 and thereafter Total (b) Operating lease transactions Future minimum lease payments (including the interest portion thereon) subsequent to March 31, 2012 for non-cancelable operating leases are summarized as follows: Year ending March 31, Millions of yen Thousands of U.S. dollars $1,387 596 $1,983 ¥114 49 ¥163 2013 2014 and thereafter Total 10. Accrued Retirement Benefits for Employees The following table sets forth the funded and accrued status of the plans, and the amounts recognized in the accompanying consolidated balance sheets at March 31, 2012 and 2011 for the Group’s defined benefit plans: Millions of yen Projected benefit obligation Fair value of pension plan assets Unfunded retirement benefit obligation Unrecognized prior service cost Unrecognized actuarial differences Net retirement benefit obligation Prepaid pension cost Accrued retirement benefits for employees Thousands of U.S. dollars 2012 2011 2012 ¥(10,124) 5,164 (4,960) 68 406 (4,486) (827) ¥ (5,313) ¥(9,861) 4,884 (4,977) 137 505 (4,335) (824) ¥(5,159) $(123,178) 62,830 (60,348) 827 4,940 (54,581) (10,062) $ (64,643) The components of net pension cost for the years ended March 31, 2012 and 2011 were as follows: Millions of yen Service cost Interest cost Expected return on pension plan assets Amortization: Prior service cost Actuarial differences Cost of contribution pension plan Net pension cost Thousands of U.S. dollars 2012 2011 2012 ¥ 605 182 (98) ¥ 621 175 (92) $ 7,361 2,215 (1,192) 68 139 170 ¥1,066 68 143 173 ¥1,088 827 1,691 2,068 $12,970 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 48 The assumptions used in accounting for the above plans for the years ended March 31, 2012 and 2011 were as follows: Discount rate Expected rate of return on plan assets 2012 2011 2.0% 2.0% 2.0% 2.0% 11. Asset Retirement Obligations Asset retirement obligations are the result of legal obligations for the removal of leasehold improvements and the restoration of premises to their original conditions upon termination of leases. Asset retirement obligations are measured based on the estimated useful life of 10 years and the discount rate of a 10-year Japanese government bond at the commencement of the lease contract. Changes in the balance of asset retirement obligations for the years ended March 31, 2012 and 2011 are as follows: Millions of yen 2012 Asset retirement obligations at beginning of year Liabilities incurred for a leased buildings Accretion expense Asset retirement obligations at end of year 2011 ¥ 86 13 1 ¥100 ¥ 85 — 1 ¥ 86 Thousands of U.S. dollars 2012 $1,047 158 12 $1,217 Balance at beginning of the year ended March 31, 2011 was calculated after the adoption of “Accounting Standard for Asset Retirement Obligations” (ASBJ Statement No.18 issued on March 31, 2008) and “Guidance on Accounting Standard for Asset Retirement Obligations” (ASBJ Guidance No.21 issued on March 31, 2008). 12. Income Taxes The Company and its domestic subsidiaries are subject to several taxes based on income which, in the aggregate, resulted in a statutory tax rate of approximately 40.6% for the years ended March 31, 2012 and 2011. The overseas subsidiaries are subject to the income taxes of their respective countries of domicile. A reconciliation of the differences between the statutory tax rate and the effective tax rate in the accompanying consolidated statement of income for the year ended March 31, 2011 is as follows: 2011 Statutory tax rate Tax loss carryforwards of consolidated subsidiaries Valuation allowances Utilization of tax loss carryforwards Tax credits on research and development costs Amortization of goodwill Expenses not deductible for tax purposes Equity in earnings of affiliates Nontaxable dividend Income Other Effective tax rate 40.6 % 2.8 (12.8) (0.8) (2.3) 2.1 1.4 (1.2) (0.4) (0.2) 29.2 % A reconciliation of the statutory tax rate and the effective tax rate for the year ended March 31, 2012 has been omitted as the difference was less than 5% of the statutory tax rate. 49 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 The tax effects of the temporary differences which gave rise to a significant portion of the deferred tax assets and liabilities at March 31, 2012 and 2011 are presented below: Millions of yen Thousands of U.S. dollars 2012 2011 2012 Deferred tax assets: Accrued retirement benefits for employees Net operating loss carryforwards Accrued bonuses Accrued retirement benefits for directors and statutory auditors Accrued expenses Accrued enterprise tax Unrealized intercompany profits Loss on impairment of fixed assets Loss on disposal or write-offs of inventories Allowance for doubtful accounts Other Gross deferred tax assets Valuation allowance Total deferred tax assets ¥1,578 433 782 7 1,697 369 173 557 324 94 1,741 7,755 (2,099) 5,656 ¥1,730 1,289 826 6 1,606 178 162 639 602 576 1,701 9,315 (2,489) 6,826 $19,199 5,268 9,515 85 20,647 4,490 2,105 6,777 3,942 1,144 21,182 94,354 (25,538) 68,816 Deferred tax liabilities: Unrealized holding gain on securities Other Total deferred tax liabilities Net deferred tax assets (1,072) (118) (1,190) ¥4,466 (328) (69) (397) ¥6,429 (13,043) (1,435) (14,478) $54,338 Net deferred tax assets in the above table are analyzed as follows: Millions of yen Current assets – deferred tax assets Investments and other assets – deferred tax assets Long-term liabilities – deferred tax liabilities Thousands of U.S. dollars 2012 2011 2012 ¥3,288 1,302 (124) ¥4,466 ¥4,170 2,335 (76) ¥6,429 $40,005 15,841 (1,508) $54,338 The “Act for Partial Revision of the Income Tax Act etc. for the Purpose of Creating Taxation System Responding to Changes in Economic and Social Structures” (Act No. 114 of 2011) and the “Act for Special Measures for Securing Financial Resources Necessary to Implement Measures for Reconstruction following the Great East Japan Earthquake” (Act No. 117 of 2011) were promulgated on December 2, 2011 and the staged reduction of the national corporate tax rate and a special reconstruction corporate tax will apply to corporate taxes effective fiscal years beginning on or after April 1, 2012. As a result, the effective statutory tax rate used to measure the Company’s deferred tax assets and liabilities was changed from 40.63% to 37.96% for the temporary differences expected to be realized or settled in the period from April 1, 2012 to March 31, 2015 and from 40.63% to 35.59% for temporary differences expected to be realized or settled from fiscal years beginning April 1, 2015. The effect of the announced reduction of the effective statutory tax rate was to decrease deferred tax assets, net of deferred tax liabilities, by ¥377 million (U.S. $4,587 thousand), and increase income taxes-deferred by ¥524 million (U.S. $6,375 thousand), unrealized holding gain on securities by ¥151 million (U.S. $1,837 thousand) and unrealized loss on deferred hedges by ¥4 million (U.S. $49 thousand) as of and for the year ended March 31, 2012. KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 50 13. Shareholders’ Equity The Corporation Law of Japan (the “Law”) provides that an amount equal to 10% of the amount to be disbursed as distributions of capital surplus (other than the capital reserve) and retained earnings (other than the legal reserve) be transferred to the capital reserve and the legal reserve, respectively, until the sum of the capital reserve and the legal reserve equals 25% of the capital stock account. Such distributions can be made at any time by resolution of the shareholders, or by the Board of Directors meeting if certain conditions are met. Retained earnings include the legal reserve provided in accordance with the provisions of the Law. The legal reserve of the Company included in retained earnings amounted to ¥340 million ($4,137 thousand) at March 31, 2012 and 2011. Stock-based compensation plan As of March 31, 2012, the Company had one stock option plan: 2007 stock option plan. The 2007 stock option plan (the 2007 plan) was approved at the annual general meeting of shareholders of the Company held on June 28, 2007. The 2007 plan provides for granting options to purchase 260,800 shares of common stock to directors, corporate auditors and certain key employees of the Company, and directors and certain key employees of certain consolidated subsidiaries. The exercise price was ¥4,329 ($53) per share at March 31, 2012. This exercise price is subject to adjustment in certain cases which include stock splits. The options became exercisable on July 1, 2009 and are scheduled to expire on June 30, 2012. Information regarding the Company’s stock option plan was as follows: The 2007 plan Number of options: Outstanding at March 31, 2011 Granted Cancelled Exercised Outstanding at March 31, 2012 242,600 — 1,700 — 240,900 Yen ¥ 645 Fair value of options as of the grant date U.S. dollars & 7.85 Fair value of options as of the grant date Treasury stock Movements in treasury stock for the years ended March 31, 2012 and 2011 are summarized as follows: Number of shares 2012 Treasury stock April 1, 2011 Increase 1,575,987 350 Decrease 50 March 31, 2012 1,576,287 Number of shares 2011 April 1, 2010 1,575,862 Treasury stock 51 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 Increase 125 Decrease — April 1, 2011 1,575,987 14. Contingent Liabilities At March 31, 2012, the Company had the following contingent liability: Millions of yen Thousands of U.S. dollars 2012 Recourse obligation under factoring transactions ¥587 2012 $7,142 15. Financial Instruments (a) Overview (I) Policy for financial instruments In consideration of plans for capital investment, the Group raises the required funds. The Group manages temporary fund surpluses principally through financial assets with high liquidity. Further, the Group raises short-term working capital through bank borrowings. The Group uses derivatives for the purpose of reducing risk and does not enter into derivatives for speculative or trading purposes. (II) Types of financial instruments and related risk Trade receivables, notes and accounts receivable, are exposed to credit risk in relation to customers. In addition, the Group is exposed to foreign currency exchange risk arising from trade receivables denominated in foreign currencies. Securities and investments in securities are exposed to market risk. Those securities are mainly composed of treasury discount bills, interest-bearing government bonds and the shares of common stock of other companies with which the Group has business relationships. Trade payables, notes and accounts payable, have payment due dates within 4 months. Although the Group is exposed to foreign currency exchange risk arising from those payables denominated in foreign currencies, forward foreign currency exchange contracts are arranged to hedge the risk. Borrowings and lease obligations are raised principally for the purpose of making capital investments or working capital. Regarding derivatives, the Group enters into foreign exchange forward and currency option contracts to reduce the foreign currency exchange risk arising from the trade payables denominated in foreign currencies. Further information regarding the method of hedge accounting, hedging instruments and hedged items, hedging policy, and the assessment of the effectiveness of hedging activities can be found in Note 2(p). (III) Risk management for financial instruments (i) Monitoring of credit risk (the risk that customers or counterparties may default) In accordance with the internal policies of the Group for managing credit risk arising from receivables, each related division monitors the credit worthiness of their main customers periodically, and monitors due dates and outstanding balances by customer. In addition, the Group makes efforts to identify and mitigate risks of bad debt from customers experiencing financial difficulties. The Group also believes that the credit risk of derivatives is insignificant as the Group enters into derivative transactions only with financial institutions with high credit rating. (ii) Monitoring of market risks (the risks arising from fluctuations in foreign exchange rates, interest rates and others) For trade payables denominated in foreign currencies, the Group identifies the foreign currency exchange risk by each currency on a monthly basis and enters into forward foreign exchange contracts to hedge such risk. For securities and investments in securities, the Group periodically reviews the fair values of such financial instruments and the financial position of the issuers. In addition, the Group continuously reviews market conditions and our business relations with those companies to decide whether the shares should be retained or disposed of. In conducting derivative transactions, the division in charge of each derivative transaction follows the internal policies, which set forth delegation of authority and maximum upper limit on positions, and obtains approval from the finance director. (iii) Monitoring of liquidity risk (the risk that the Group may not be able to meet its obligations on the scheduled due dates) Based on reports from each division, the Group prepares and updates its cash flow plans on a timely basis to manage liquidity risk. (IV) Supplementary explanation of the estimated fair value of financial instruments The fair value of financial instruments is based on their quoted market price, if available. When there is no quoted market price available, fair value is reasonably estimated. Since various assumptions and factors are reflected in estimating the fair value, different assumptions and factors could result in different fair value. In addition, the notional amounts of derivatives in Note 16. “Derivatives and Hedging Activities” are not necessarily indicative of the actual market risk involved in derivative transactions. KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 52 (b) Estimated Fair Value of Financial Instruments The carrying value of financial instruments on the consolidated balance sheets as of March 31, 2012 and 2011, the estimated fair value and difference are shown in the following table. The following table does not include financial instruments for which it is extremely difficult to determine the fair value. (Please refer to Note II below). Millions of yen 2012 Carrying value Assets (i) Cash and time deposits (ii) Trade notes and accounts receivable (iii) Securities and investments in securities (iv) Long-term loans receivable included in other assets Allowance for doubtful accounts (*1) Total assets Liabilities (i) Trade notes and accounts payable (ii) Short-term loans (iii) Other accounts payable (iv) Current portion of lease obligations (v) Accrued Income taxes (vi) Accrued consumption taxes, included in other current liabilities (vii) Lease obligations Total liabilities Total derivatives (*2) Estimated fair value 2011 Difference ¥— — — 448 ¥87,874 (37) ¥(37) ¥— — — 553 ¥103,566 (31) ¥(31) ¥31,963 29,880 25,583 500 (15) 485 ¥87,911 ¥12,824 5 14,670 392 4,498 ¥12,824 5 14,670 396 4,498 ¥— — — 4 — ¥12,881 26 12,859 462 2,178 ¥12,881 26 12,859 466 2,178 ¥— — — 4 — 382 484 ¥33,255 ¥(164) 382 486 ¥33,261 ¥(164) — 2 ¥ 6 ¥— 568 874 ¥29,848 ¥(373) 568 876 ¥29,854 ¥(373) — 2 ¥ 6 ¥— Carrying value Estimated fair value Assets (i) Cash and time deposits $521,183 $521,183 (ii) Trade notes and accounts receivable 390,729 390,729 (iii) Securities and investments in securities 341,441 341,441 (iv) Long-term loans receivable included in other assets 7,300 Allowance for doubtful accounts (*1) (195) 6,728 7,105 Total assets $1,260,458 $1,260,081 Annual Report 2012 ¥31,963 29,880 25,583 Difference ¥42,836 32,114 28,063 2012 KOBAYASHI Pharmaceutical Co., Ltd. Estimated fair value ¥42,836 32,114 28,063 600 (16) 584 ¥103,597 Thousands of U.S. dollars 53 Carrying value Difference $ — — — (377) $(377) Thousands of U.S. dollars 2012 Carrying value Liabilities (i) Trade notes and accounts payable (ii) Short-term loans (iii) Other accounts payable (iv) Current portion of lease obligations (v) Accrued Income taxes (vi) Accrued consumption taxes, included in other current liabilities (vii) Lease obligations Total liabilities Total derivatives (*2) Estimated fair value Difference $156,029 61 178,489 4,769 54,727 $156,029 61 178,489 4,818 54,727 $ — — — 49 — 4,647 5,889 $404,611 $(1,995) 4,647 5,913 $404,684 $(1,995) — 24 $ 73 — (*1) Excluding allowances for doubtful accounts recorded individually for long-term loans receivable. (*2) Assets and liabilities arising from derivatives are shown at net value, and an amount in parentheses represents net liability position. I. Method to determine the estimated fair value of financial instruments and other matters related to derivative transactions. Assets (i) Cash and time deposits and (ii) trade notes and accounts receivable Since these items are settled in a short period of time, their carrying values approximate the fair value. (iii) Securities and investments in securities The fair values of equity securities are based on quoted market prices. The fair value of debt securities is based on either quoted market price or the price provided by the financial institutions making markets in these securities. For information on securities classified by holding purpose, please refer to Note 5. (iv) Long-term loans receivable The fair value of long-term loans receivable is based on the present value of the future cash flows discounted by the interest rate which is determined using an appropriate index including interest rates of government bonds plus a credit spread premium, classifying long-term loans receivable by credit risk status based on credit risk management and a certain remaining period. The fair value of probable specific bad debt is based on the present value of the estimated cash flows discounted by an interest rate described above or the estimated amounts collectable by the collaterals and guarantees. Liabilities (i) Trade notes and accounts payable, (iii) other accounts payable, (v) accrued income taxes and (vi) accrued consumption taxes Since these items are settled in a short period of time, their carrying values approximate the fair value. (ii) Short-term loans, (iv) current portion of lease obligations and (vii) lease obligations The fair value is based on the present value of the total of principal and interest discounted by the interest rate to be applied if a similar new borrowings or lease agreements were entered into. Derivatives Refer to Note 16. “Derivatives and Hedging Activities”. II. Financial instruments for which it is extremely difficult to determine the fair value. Millions of yen Thousands of U.S. dollars Type 2012 2011 2012 Unlisted equity securities: ¥2,072 ¥2,674 $25,210 Because no quoted market price is available and it is extremely difficult to determine the fair value, the above financial instruments are not included in the preceding table on estimated fair value. KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 54 III. The redemption schedule for monetary assets and debt securities with maturity dates at March 31, 2012 and 2011 is summarized as follows: Millions of yen Due in 1 year or less (i) Time deposits (ii) Trade notes and accounts receivable (iii) Securities and investments in securities: Government bonds (national and local) (iv) Long-term loans receivable included in other assets Total assets ¥42,826 ¥ — ¥ Due after 10 years Due in 1 year or less — ¥— ¥31,953 2011 Due after Due after 5 years 1 year through through 10 years 5 years ¥ Due after 10 years — ¥— ¥— 32,114 — — — 29,880 — — — 11,000 2,000 5,000 — 11,000 2,000 5,000 — 6 ¥85,946 575 ¥ 2,575 3 ¥ 5,003 — ¥— 6 ¥72,839 473 ¥ 2,473 5 ¥ 5,005 16 ¥ 16 Due in 1 year or less (i) Time deposits (ii) Trade notes and accounts receivable (iii) Securities and investments in securities: Government bonds (national and local) (iv) Long-term loans receivable included in other assets Total assets 2012 Due after Due after 1 year 5 years through through 5 years 10 years $521,061 Thousands of U.S. dollars 2012 Due after Due after 1 year 5 years through through 5 years 10 years $ — $ Due after 10 years — $ — 390,729 — — — 133,836 24,334 60,835 — 73 $1,045,699 6,996 $31,330 36 $60,871 — $ — IV. The redemption schedule for lease obligations is disclosed in Note 9. 16. Derivatives and Hedging Activities The notional amounts and the estimated fair value of the derivative instruments outstanding at March 31, 2012 and 2011 were as follows: 1. Derivatives for which hedge accounting is not applied Currency-related transactions Millions of yen 2012 Type Description of transaction Over-the-counter transactions Forward foreign exchange contracts Purchase: U.S. dollars 55 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 Notional amount ¥ 466 Notional amount (over 1 year) ¥— Estimated fair value ¥(17) Unrealized loss ¥(17) Thousands of U.S. dollars 2012 Type Description of transaction Over-the-counter transactions Forward foreign exchange contracts Purchase: U.S. dollars Notional amount (over 1 year) Notional amount $ 5,670 Estimated fair value $— Unrealized loss $(207) $(207) There were no derivative transactions which did not qualify for deferral hedge accounting at March 31, 2011. 2. Derivatives for which hedge accounting is applied Currency-related transactions Millions of yen 2012 Method of hedge accounting Description of transaction Forward foreign exchange contracts Purchase: U.S. dollars Deferral hedge accounting British pounds Euros Thai bahts Hedged items Trade accounts payable Trade accounts payable Trade accounts payable Trade accounts payable Notional amount 2011 Notional amount (over 1 year) Estimated fair value Notional amount Notional amount (over 1 year) Estimated fair value ¥6,209 ¥2,072 ¥(146) ¥5,863 ¥1,825 ¥(400) 562 155 (8) 508 115 10 274 — (11) 313 — 17 529 — 17 — — — Thousands of U.S. dollars 2012 Method of hedge accounting Description of transaction Forward foreign exchange contracts Purchase: U.S. dollars Deferral hedge accounting British pounds Euros Thai bahts Hedged items Trade accounts payable Trade accounts payable Trade accounts payable Trade accounts payable Notional amount Notional amount (over 1 year) Estimated fair value $75,544 $25,210 $(1,776) 6,838 1,886 (97) 3,334 — (134) 6,436 — 207 The fair value of derivatives are based on the prices provided by financial institutions. KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 56 17. Amounts per Share Yen 2012 Net income: Basic Cash dividends Net assets ¥ 286.36 78.00 2,484.08 U.S. dollars 2011 ¥ 227.98 66.00 2,226.42 2012 $ 3.48 0.95 30.22 Basic net income per share has been computed based on the net income available for distribution to shareholders of common stock and the weighted-average number of shares of common stock outstanding during the year. The amounts per share of net assets have been computed based on the net assets available for distribution to the shareholders of common stock and the number of shares of common stock outstanding at the year end. Cash dividends per share represent the cash dividends proposed by the Board of Directors meeting as applicable to the respective years together with the interim cash dividends paid. 18. Other Comprehensive Income The following table presents reclassification adjustments and tax effects allocated to each component of other comprehensive income for the year ended March 31, 2012: Millions of yen Thousands of U.S. dollars ¥ 2,253 2,253 (745) 1,508 $ 27,412 27,412 (9,064) 18,348 Unrealized gain on deferred hedges: Amount arising during the year Reclassification adjustments for losses included in net income Amount before tax effect Tax effect Unrealized gain on deferred hedges (331) 556 225 (98) 127 (4,027) 6,765 2,738 (1,193) 1,545 Translation adjustments: Amount arising during the year Reclassification adjustments for losses included in net income Translation adjustments (378) 203 (175) (4,599) 2,470 (2,129) (222) 371 149 ¥ 1,609 (2,701) 4,514 1,813 $ 19,577 Unrealized holding gain on securities: Amount arising during the year Amount before tax effect Tax effect Unrealized holding gain on securities Share of other comprehensive income of an affiliate accounted for by the equity method: Amount arising during the year Reclassification adjustments for losses included in net income Share of other comprehensive income of an affiliate accounted for by the equity method Total other comprehensive income 57 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 19. Segment Information (a) Business Segment Information 1. Outline of reportable segments The Company’s reportable segments are its structural units, for which separate financial information is available. These segments are subject to periodic review by the Board of Directors in order to assist decision making on the allocation and assessment of business performance. The Company sets up divisions by product and service under an operational headquarters. Each division formulates comprehensive domestic and overseas strategies for its products and services and conducts business activities according to these strategies. The Company’s segments are classified by product and service on the basis of its operational headquarters. There are three reportable segments, which are the consumer products division, the mail-order division, and the medical devices division. The consumer products division manufactures and sells pharmaceuticals, oral hygiene products, sanitary products, deodorizing air fresheners, household sundries, food products and body warmers. The mail-order division sells dietary supplement products and skin care products and similar items. The medical devices division sells medical equipment. 2. Calculation methods used for sales, income or loss, assets, and other items on each reportable segment. The accounting policies of the segments are substantially the same as those described in the significant accounting policies in Note 2. Reportable segment income represents ordinary income, which consists of operating income and nonoperating income/expenses. Intersegment sales are recorded at the same prices used in transactions with third parties. 3. Information as to sales, income or loss, assets, and other items for each reportable segment for the years ended March 31, 2012 and 2011 were as follows: Millions of yen 2012 Reportable segments Net sales Sales to third parties Inter-segment sales and transfers Total Segment income Segment assets Other items Depreciation and amortization Amortization of goodwill Interest income Interest expenses Equity in earnings of affiliates Investment in equity method affiliate Increase in property, plant, and equipment and intangible assets Adjustments and Consolidated eliminations Consumer Products Mail-order ¥109,203 3,221 ¥112,424 ¥ 17,546 ¥ 64,334 ¥10,381 — ¥10,381 ¥ 138 ¥ 1,501 ¥10,476 — ¥10,476 ¥ 1,334 ¥ 8,182 ¥130,060 3,221 ¥133,281 ¥ 19,018 ¥ 74,017 ¥1,107 5,147 ¥6,254 ¥1,233 ¥4,551 ¥131,167 8,368 ¥139,535 ¥ 20,251 ¥ 78,568 — (8,368) ¥ (8,368) ¥ (158) ¥69,323 ¥131,167 — ¥131,167 ¥ 20,093 ¥147,891 ¥ ¥ ¥ ¥ 2,455 505 51 19 407 1,684 ¥ 124 — 95 43 — — ¥ ¥ ¥ 1,842 172 2,277 497 40 — — — 1,676 34 — 3 — — — 57 Medical Devices 144 8 8 19 407 1,684 109 Total Other Total 2,579 505 146 62 407 1,684 2,014 ¥ 148 — (19) (19) 1 — 199 2,727 505 127 43 408 1,684 2,213 Notes: 1. “Other” consists of business segments that are not included in reportable segments, such as transportation, plastic container manufacture and sale, insurance agency, real estate management, and advertisement planning and creation. 2. Details of adjustments and eliminations are as follows: (i) Segment income of ¥158 million ($1,922 thousand), interest income of ¥19 million ($231 thousand), and interest expenses of ¥19 million ($231 thousand) are categorized as eliminations between inter segment transactions. (ii) Corporate assets included in the adjustments and eliminations of segment assets amount to ¥73,253 million ($891,264 thousand) and mainly consists of extra funds for investment by the parent company (cash and securities), funds for long-term investment (investment securities), and assets related to administrative departments. (iii) Adjustments and eliminations of equity in earnings of affiliates of ¥1 million ($12 thousand) correspond to adjustment of inventories. 3. Segment income is adjusted for the ordinary income as described in 2. Calculation method of reportable segment income or loss. 4. Increase in depreciation, property, plant and equipment and intangible assets includes an increase in long-term prepaid expenses and amortization of long-term prepaid expenses. KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 58 Millions of yen 2011 Reportable segments Net sales Sales to third parties Inter-segment sales and transfers Total Segment income Segment assets Other items Depreciation and amortization Amortization of goodwill Interest income Interest expenses Equity in earnings of affiliates Investment in equity method affiliate Increase in property, plant, and equipment and intangible assets Adjustments and Consolidated eliminations Consumer Products Mail-order ¥107,657 3,136 ¥110,793 ¥ 17,944 ¥ 61,970 ¥9,872 — ¥9,872 ¥ 317 ¥1,237 ¥12,184 — ¥12,184 ¥ 1,189 ¥10,416 ¥129,713 3,136 ¥132,849 ¥ 19,450 ¥ 73,623 ¥1,111 5,150 ¥6,261 ¥ 664 ¥4,486 ¥130,824 8,286 ¥139,110 ¥ 20,114 ¥ 78,109 ¥ — (8,286) ¥ (8,286) ¥ (1,104) ¥56,247 ¥130,824 — ¥130,824 ¥ 19,010 ¥134,356 ¥ ¥ ¥ ¥ 2,630 1,223 25 56 384 1,776 ¥ 139 — 70 18 — — ¥ ¥ ¥ 2,105 158 2,388 1,044 10 25 — — 1,796 29 — 3 — — — 20 Medical Devices 213 179 12 31 384 1,776 289 Total Other Total 2,769 1,223 95 74 384 1,776 2,263 163 — (13) (13) (1) — 84 2,932 1,223 82 61 383 1,776 2,347 Notes: 1. “Other” consists of business segments that are not included in reportable segments, such as transportation, plastic container manufacture and sale, insurance agency, real estate management, and advertisement planning and creation. 2. Details of adjustments and eliminations are as follows: (i) Segment income of ¥1,104 million, interest income of ¥13 million, and interest expenses of ¥13 million are categorized as eliminations between inter segment transactions. (ii) Corporate assets included in the adjustments and eliminations of segment assets amount to ¥59,501 million and mainly consists of extra funds for investment by the parent company (cash and securities), funds for long-term investment (investment securities), and assets related to administrative departments. (iii) Adjustments and eliminations of equity in earnings of affiliates of ¥1 million correspond to adjustment of inventories. 3. Segment income is adjusted for the ordinary income as described in 2. Calculation method of reportable segment income or loss. 4. Increase in depreciation, property, plant and equipment and intangible assets includes an increase in long-term prepaid expenses and amortization of long-term prepaid expenses. 59 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 Thousands of U.S. dollars 2012 Reportable segments Consumer Products Net sales Sales to third parties $1,328,665 Inter-segment sales and transfers 39,190 Total $1,367,855 Segment income $ 213,481 Segment assets $ 782,747 Other items Depreciation and amortizations $ 27,704 Amortization of goodwill 6,047 Interest income 487 Interest expenses — Equity in earnings of affiliates — Investment in equity method affiliate — Increase in property, plant, and equipment and intangible assets 20,391 Medical Devices Mail-order Total $126,305 — $126,305 $ 1,679 $ 18,263 $127,461 — $127,461 $ 16,231 $ 99,550 $ $ 414 — 37 — — — $13,469 62,623 $76,092 $15,001 $55,371 $1,582,431 39,190 $1,621,621 $ 231,391 $ 900,560 1,752 $ 97 97 231 4,952 20,489 1,326 694 Other Total $1,595,900 101,813 $1,697,713 $ 246,392 $ 955,931 29,870 6,144 621 231 4,952 20,489 $ 1,509 $ — 1,155 523 — — 22,411 2,093 Adjustments and Consolidated eliminations $ — (101,813) $ (101,813) $ (1,922) $ 843,448 $1,595,900 — $1,595,900 $ 244,470 $1,799,379 31,379 $ 6,144 1,776 754 4,952 20,489 1,801 $ — (231) (231) 12 — 33,180 6,144 1,545 523 4,964 20,489 24,504 2,421 26,925 4. Related information (1) Geographical information (a) Sales As domestic sales in Japan amounted to more than 90% of net consolidated sales, the disclosure of regional sales information has been omitted. (b) Property, plant and equipment As the consolidated balance of property, plant and equipment located in Japan amounted to more than 90% of consolidated balance of property, plant and equipment, the disclosure of regional information for property, plant and equipment has been omitted. (2) Information by major customers Millions of yen 2012 Paltac Corporation Arata Corporation 2011 Sales Related segment Sales Related segment ¥53,433 ¥14,143 Consumer Products Consumer Products ¥51,204 ¥13,970 Consumer Products Consumer Products Thousands of U.S. dollars 2012 Paltac Corporation Arata Corporation Sales Related segment $650,116 $172,077 Consumer Products Consumer Products KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 60 5. Loss on impairment of fixed assets by reportable segment Information on loss on impairment of fixed assets by reportable segment for the years ended at March 31, 2012 and 2011 is as follows: Millions of yen 2012 Loss on impairment of fixed assets Consumer Products Mail-order Medical Devices Other Total ¥26 ¥— ¥— ¥5 ¥31 Millions of yen 2011 Loss on impairment of fixed assets Consumer Products Mail-order Medical Devices Other Total ¥44 ¥— ¥593 ¥— ¥637 Thousands of U.S. dollars 2012 Loss on impairment of fixed assets Consumer Products Mail-order Medical Devices Other Total $316 $— $— $61 $377 6. Amortization of goodwill and remaining balance by reportable segment Information of amortization and balance of goodwill by reportable segment as of and for the years ended at March 31, 2012 and 2011 are as follows: Millions of yen 2012 Amortization for the year Balance at the end of year Consumer Products Mail-order Medical Devices Other Total ¥ 497 3,582 ¥— — ¥ 8 10 ¥— — ¥ 505 3,592 Millions of yen 2011 Amortization for the year Balance at the end of year Consumer Products Mail-order Medical Devices Other Total ¥1,044 4,003 ¥— — ¥179 19 ¥— — ¥1,223 4,022 Thousands of U.S. dollars 2012 Amortization for the year Balance at the end of year 61 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 Consumer Products Mail-order Medical Devices Other Total $ 6,047 43,582 $— — $ 97 122 $— — $ 6,144 43,704 20. Subsequent Events (a) Appropriation of retained earnings The following appropriation of retained earnings of the Company, which has not been reflected in the consolidated financial statements for the year ended March 31, 2012, was approved at the Board of Directors meeting held on May 25, 2012: Cash dividends (¥43.00 = $0.52 per share) Millions of yen Thousands of U.S. dollars ¥1,761 $21,426 (b) Sale of shares of consolidated subsidiary At the meeting of the Board of Directors held on April 24, 2012, the Board passed a resolution approving the sale of 80% (80,000 shares) of the outstanding shares of Kobayashi Medical Co., Ltd., a consolidated subsidiary, to Mitsubishi Corporation. The share transfer was completed on May 31, 2012. Since 1992, the Company has operated its medical devices business as a division involving the import and sales of medical equipment and developed the business under a vision of offering increased safety and security to the medical field. This division was subsequently named to Kobayashi Medical Co., Ltd. The Company spun off Kobayashi Medical Co., Ltd., on April 1, 2010 in order to enhance competitiveness, product specialization capabilities and improve productivity in response to significant changes in the market environment. Kobayashi Medical Co., Ltd. is involved in highly specialized areas, applying its expertise to develop medical devices used for surgery, respiration, ventilation and anesthesia, and orthopedics. Mitsubishi Corporation Group, which started operating in medical field in the 1970s, has focused on healthcare related business, often in collaboration with medical or nursing care business firms in which the Company has invested, and expanded its business from sales and procurement support of medical devices and materials to medical equipment rentals in domestic and overseas markets experiencing deregulation in the medical and nursing care industries. It is anticipated that this transaction will be beneficial in growing the medical device market further as it is possible to integrate the “Total Solution” in the medical device field by Mitsubishi Corporation Group with the advanced expertise of Kobayashi Medical Co., Ltd. KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 62 Report of Independent Auditors 63 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 History 1886 Founder Chubei Kobayashi established Kobayashi Seidaido, an unlimited partnership company, in Monzen-cho, Naka-ku, Nagoya The Company sold general merchandise, cosmetics 1894 Launched 10 types of proprietary pharmaceuticals including Daikomaru, Ichinichimaru and Tamushichinki 1912 Established Kobayashi Daiyakubou, a limited partnership company, in Hiranomachi, Higashi-ku, Osaka 1919 Incorporated as Kobayashi Daiyakubou, Co., Ltd. in Kyomachibori, Nishi-ku, Osaka through a merger involving unlimited partnership company Kobayashi Seidaido and limited partnership company Kobayashi Daiyakubou Kichitaro Kobayashi is appointed as the first president 1939 Launched Hakkiri, a headache medicine 1940 Spun off the manufacturing unit of Kobayashi Daiyakubo, to establish Kobayashi Pharmaceutical Co., Ltd. Juso Plant began operations in Higashi-yodogawa-ku, Osaka (currently Yodogawa-ku) 1948 Saburo Kobayashi is appointed as the second president 1956 Kobayashi Daiyakubo Co., Ltd. and Kobayashi Pharmaceutical Co., Ltd. were merged and renamed Kobayashi Pharmaceutical Co., Ltd. Relocated the Head Office to Dosho-machi, Higashi-ku, Osaka (currently Dosho-machi, Chuo-ku) 1958 Teruko Kobayashi is appointed as the third president 1967 Launched Ammeltz, an external anti-inflammatory 1969 Launched Bluelet, a toilet bowl cleaner, and entered the household products market 1972 Formed partnership with C.R. Bard, Inc. of the U.S. to establish medical devices importer—Japan Medico, Inc. and enter the medical devices market 1975 Launched Sawaday, a toilet air freshener, and entered the deodorizing air fresheners market 1976 Kazumasa Kobayashi is appointed as the fourth president Japan Medico, Inc. became Medicon, Inc., a joint venture company with C.R. Bard, Inc. 1983 Established Toyama Kobayashi Pharmaceutical Co., Ltd. (Toyama City, Toyama Prefecture) 1988 Angel Ltd. made a consolidated subsidiary of Kobayashi Pharmaceutical Co., Ltd. to gain a manufacturing site (Niihama City, Ehime Prefecture) 1992 Established Kobayashi Medical, as part of the Medical Devices Business 1993 Established Sendai Kobayashi Pharmaceutical Co., Ltd. (Kurokawa-gun, Miyagi Prefecture) 1996 Launched Toughdent, denture cleanser 1998 Established Shanghai Kobayashi Friendship Daily Chemicals Co., Ltd., a joint venture company in China Established Kobayashi Healthcare, Inc. in the U.S. 1999 Listed on the Second Section of the Osaka Securities Exchange Launched nutritional supplements through the mail order sales channel 2000 Listed on the First Section of the Tokyo Stock Exchange and Osaka Securities Exchange Established the Central R&D Laboratory in Ibaraki City, Osaka Prefecture Spun-off the Trade Company to form Kobashou Co., Ltd. 2001 Acquired Kiribai Chemical Co., Ltd., a body warmer manufacturer, as a subsidiary (Yodogawa-ku, Osaka) Established Kobayashi Healthcare Europe, Ltd. in the United Kingdom 2002 Established Kobayashi Pharmaceutical (Hong Kong) Co., Ltd. in Hong Kong Made Shanghai Kobayashi Friendship Daily Chemicals Co., Ltd. into a wholly owned subsidiary and changed its name to Shanghai Kobayashi Daily Chemicals Co., Ltd. Took over the health food business, mainly for Tochucha (Eucommia leaf tea), from Hitachi Zosen Corporation 2003 Angel Ltd. renamed Ehime Kobayashi Pharmaceutical Co., Ltd. 2004 Yutaka Kobayashi is appointed as the fifth president 2005 Obtained exclusive distribution rights for women’s health medicine Inochi No Haha A from Sasaokayakuhin Corporation 2006 Made eVent Medical Ltd., a medical device manufacturer, into a subsidiary in Ireland Made HeatMax, Inc., a body warmer manufacturer in the U.S., into a subsidiary 2008 Kobashou Co., Ltd. and Mediceo Paltac Holdings Co., Ltd. conducted share exchange. Spun off the manufacturing division of Kiribai Chemical Co., Ltd. to establish Kiribai Kobayashi Pharmaceutical Co., Ltd. Obtained trademark right for Bisrat Gold from Ishihara Chemical Co., Ltd. 2009 Established Kobayashi Pharmaceutical (Singapore) Pte. Ltd. in Singapore 2010 Spun off medical device division into Kobayashi Medical Co., Ltd. 2011 Transferred all eVent Medical INC. shares in a management buy-out Established Kobayashi Healthcare (Malaysia) Sdn. Bhd. in Malaysia Established Kobayashi Pharmaceutical (Taiwan) Co., Ltd. in Taiwan 2012 Made Grabber, Inc., a body warmer manufacturer in the U.S., a subsidiary Established PT. Kobayashi Pharmaceutical Indonesia in Indonesia Transferred 80% of Kobayashi Medical Co., Ltd. shares to Mitsubishi Corporation KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 64 Group Companies As of March 31, 2012 Company Location Capital Main Business Domestic Consolidated Subsidiaries Toyama Kobayashi Pharmaceutical Co., Ltd. Toyama, Japan ¥100 million Manufacturing of pharmaceuticals and other products Sendai Kobayashi Pharmaceutical Co., Ltd. Taiwa-cho, Kurokawa-gun, Miyagi, Japan ¥200 million Manufacturing of pharmaceuticals and other products Ehime Kobayashi Pharmaceutical Co., Ltd. Niihama, Ehime, Japan ¥77 million Hygienic and paper goods manufacturing Kiribai Chemical Co., Ltd. Yodogawa-ku, Osaka, Japan ¥49 million Disposable body warmer sales Kiribai Kobayashi Pharmaceutical Co., Ltd. Sanda, Hyogo, Japan ¥49 million Disposable body warmer manufacturing Kobayashi Medical Co., Ltd. Chuo-ku, Osaka, Japan ¥50 million Medical equipment and device import and sales Kobayashi Pharmaceutical Plax Co., Ltd. Toyama, Japan ¥95 million Synthetic resin products manufacturing SP-Planning, Inc. Chuo-ku, Osaka, Japan ¥10 million Displays and model production Archer Corporation Chuo-ku, Tokyo ¥10 million Advertising, planning and creation Suehiro Sangyo Co., Ltd. Chuo-ku, Osaka, Japan ¥15 million Daily goods sales Kobayashi Pharmaceutical Life Service Co., Ltd. Chuo-ku, Osaka, Japan ¥10 million Insurance agency and real estate management Kobayashi Pharmaceutical Distribution Co., Ltd. Chuo-ku, Osaka, Japan ¥10 million Transportation Services Kobayashi Healthcare, LLC. Georgia, U.S.A. US$ 5,110,000 Daily goods sales Kobayashi Healthcare Europe, Ltd. London, U.K. UK£ 14,081 Daily goods sales Shanghai Kobayashi Daily Chemicals Co., Ltd. Shanghai, China RMB160,326,485 Daily goods manufacturing and sales Shanghai Kobayashi Pharmaceutical Business Co., Ltd. Shanghai, China RMB25,648,850 Information Collection and Quality Management Kobayashi Pharmaceutical (Hong Kong) Co., Ltd. Hong Kong, China HK$ 1,570,000 Daily goods sales Kobayashi Pharmaceutical (Singapore) Pte. Ltd. Singapore S$ 300,000 Daily goods sales HeatMax, Inc. Georgia, U.S.A. US$ 1,230,001 Disposable body warmer manufacturing and sales Mediheat, Inc. Georgia, U.S.A. US$ 10 Disposable body warmer manufacturing and sales Thermomax, Inc. Georgia, U.S.A. US$ 0 Disposable body warmer manufacturing and sales Kobayashi Healthcare of America, Inc. Georgia, U.S.A. US$ 6,200 Holding company Kobayashi Pharmaceutical (Taiwan) Co., Ltd. Taipei, Taiwan NT$ 8,000,000 Daily goods sales Kobayashi Healthcare (Malaysia) Sdn. Bhd. Kuala Lumpur, Malaysia RM 1,000,000 Daily goods sales Grabber, Inc. Michigan, U.S.A. US$ 323 Disposable body warmer sales YSC, Inc. Michigan, U.S.A. US$ 1,000 Mail order sales of daily goods Kobayashi Pharmaceutical of America, Inc. California, U.S.A. US$ 1 Asset management Chuo-ku, Osaka, Japan ¥160 million Medical equipment and device import and sales Overseas Consolidated Companies Equity-Methed Affiliates Medicon, Inc. 65 Consumer Products Business Medical Devices Business KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 Other Business Corporate Data / Investor Information As of March 31, 2012 Corporate Data Investor Information Corporate Name: KOBAYASHI PHARMACEUTICAL CO., LTD. Common Stock: Foundation: August 22, 1919 KDX Kobayashi Doshomachi Bldg., 4-10, Doshomachi 4-chome, Chuo-ku, Osaka 541-0045, Japan Number of Shares Authorized: 170,100,000 Head Office: ¥3,450 million Number of Shares Issued: 42,525,000 Number of Shareholders: 12,148 Representative Director: Yutaka Kobayashi, President (Appointed president on June 29, 2004) Stock Exchange Listing: Tokyo Stock Exchange 1st Section, Osaka Securities Exchange 1st Section Number of Employees: 2,414 (Consolidated) 1,062 (Unconsolidated) Transfer Agent / Institution Managing Designated: Mitsubishi UFJ Trust and Banking Corporation Consolidated Subsidiaries: 27 Annual Shareholders’ Meeting: June Equity-Methed Affiliates: 1 KOBAYASHI PHARMACEUTICAL CO., LTD. Corporate Communication Department Phone +81-6-6222-0142 Investor Relations: F A X +81-6-6222-4261 E-mail [email protected] U R L http://www.kobayashi.co.jp/english/index.shtml Shareholder Composition Major Shareholders Name Percentage of Total Shares Held (%) Akihiro Kobayashi 10.9 Kobayashi International Scholarship Foundation 7.1 Yukako Iue 6.1 State Street Bank and Trust Company 3.5 Ikuko Watanabe 3.0 The Master Trust Bank of Japan, Ltd. (trust accounts) 2.9 Teruhisa Miyata 2.8 The Chase Manhattan Bank N.A. London S.L. Omnibus Account 2.6 Ohtori Co., Ltd. 2.6 Forum Co.,Ltd. 2.4 3.71% Treasury Stock 1.18% Banks 10.87% Trust Banks (Incl. trust accounts) 2.78% Other Financial Institutions 16.73% 42.96% Other Corporations Individuals and Other 1 The percentage of total shares held is calculated by deducting 1,575,862 shares of treasury stock. 21.77% Foreign Corporations Stock Price and Trading Volume (Yen) (Shares) 5,000,000 5,000 4,500,000 4,500 4,000,000 4,000 3,500,000 3,500 3,000,000 3,000 2,500,000 2,500 2,000,000 2,000 1,500,000 1,500 1,000,000 1,000 Trading Volume (Left Axis) 500 500,000 0 Stock Price (Right Axis) 2 4 6 2010 8 10 12 2 4 6 2011 8 10 12 2 4 0 6 (month) 2012 KOBAYASHI Pharmaceutical Co., Ltd. Annual Report 2012 66 Head Office: KDX Kobayashi Doshomachi Bldg., 4-10, Doshomachi 4-chome, Chuo-ku, Osaka 541-0045, Japan Phone: +81-6-6222-0142 URL: http://www.kobayashi.co.jp/english/index.shtml Printed in Japan