Ajinomoto Co., Inc. · TSE:2802
Ajinomoto — Merger or Acquisition (November 2023)
32 slides from Ajinomoto's merger presentation, Nov 13, 2023
Slide 1: Acquisition of the US Based Forge Biologics Holdings
Ajinomoto Co., Inc. Acquisition of the US Based Forge Biologics Holdings Taro Fujie Member of the Board, Representative Executive Officer, President & Chief Executive Officer November 13, 2023
Slide 2: Notice regarding offer of securities
This event and this document does not constitute an offer of any securities for sale. This event and this document is prepared for the sole purpose of publicly announcing that the Company has resolved matters relating to the Acquisition of All Units of US- based Forge Biologics Holdings, and not for
Slide 3: Acquisition of All Units of US based Forge Biologics Holdings
Acquisition of All Units of US based Forge Biologics Holdings (a consolidated subsidiary) Ajinomoto Group has signed a definitive merger agreement to acquire all units of Forge Biologics Holdings, a US-based gene therapy CDMO, for approximately USD 554 million. (approximately JPY 82.8 billion) Compa
Slide 4: Acquisition of All Units of US based Forge Biologics Holdings
Acquisition of All Units of US based Forge Biologics Holdings (a consolidated subsidiary) Copyright © 2023 Ajinomoto Co., Inc. All rights reserved 4
Slide 5: Purpose of the Acquisition in the 2030 Roadmap
Purpose of the Acquisition in the 2030 Roadmap Accelerating the development of a unique business portfolio by proactively investing in the healthcare business, one of the four strategic growth areas leveraging the strengths of proprietary “AminoScience” platform. Four growth areas Healthcare ICT CAG
Slide 6: Evolution of Business Model in Healthcare Area: Advanced medical modalities
Evolution of Business Model in Healthcare Area As advanced medical modalities progress, Ajinomoto Group enters new product and manufacturing service businesses. Progress in advanced medical modalities Cell Therapy Designer Cells Gene Therapy Viral Vector Oligo nucleotide Drugs ADCs Regenerative medi
Slide 7: Evolution of Business Model in Healthcare Area
Evolution of Business Model in Healthcare Area Leveraging the power of “AminoScience” and speed up x scale up through M&A, business model in healthcare area has successfully evolved. By acquiring Forge, Ajinomoto Group enters the next-generation space of gene therapy. Evolution of business model & “
Slide 8: Growth Strategy in Healthcare Area
Growth Strategy in Healthcare Area ✓ Continued growth in core businesses such as amino acids and small molecule APIs ✓ Significant growth in BMX (oligonucleotide medicine, culture media, medical food) in the future ✓ Achieving a leading position in the next-generation businesses (gene therapy, cell
Slide 9: Acquisition of the US Based Forge Biologics Holdings
Ajinomoto Co., Inc. Acquisition of the US Based Forge Biologics Holdings Yasuyuki Ootake Corporate Executive, General Manager, Bio-Pharma Services Dept. November 13, 2023
Slide 10: Agenda
1. What is Gene Therapy? 2. Background of Ajinomoto Group’s Entry into Gene Therapy CDMO Market 3. Overview of Forge 4. Growth Strategy 5. Management Structure After the Acquisition
Slide 11: Rare Diseases and Genetic Disorders
Rare Diseases and genetic Disorders >90% of rare diseases do not have a single FDA or EMA approved drug 350 Million treatment people ~10,000 Rare worldwide Diseases suffer from a worldwide rare disease 80% of rare diseases are genetic in origin 30% of children 50% of those with a rare with a rare di
Slide 12: Background of Market Entry (1/2): Rapid Growing Gene Therapy CDMO Market
Background of Market Entry (1/2) Rapid Growing Gene Therapy CDMO Market Gene therapy market is expected to grow rapidly at double-digit rates annually, driven by expanding market size and increasing clinical trials. Cell and Gene Therapy TAM ($bn) 1) AAV Clinical Trials 226 Cell & Gene Therapy TAM (
Slide 13: Background of Market Entry (2/2): Existing Key Assets in Gene Therapy
Background of Market Entry (2/2) Existing Key Assets in the Gene Therapy Field Utilizing our manufacturing and technical assets in both viral vector production and plasmid DNA production, which are key components of the gene therapy manufacturing value chain. Gene Therapy Manufacturing Clients Clien
Slide 14: Forge's Manufacturing Facility and Equipment
Forge’s Manufacturing Facility and Equipment Gene Therapy CDMO 20 cGMP Suites 1L – 5,000L AAV Development and cGMP >200,000L Current Capacity and Ability to Expand Under One Roof Lots Produced >260 +100% YoY Client Growth 300+ Employees 2020 Founded Copyright © 2023 Ajinomoto Co., Inc. All rights re
Slide 15: Forge's Business Overview
Forge’s Business Overview A comprehensive gene therapy CDMO with an end-to-end value chain for developing and manufacturing gene therapy drugs. Clients Clients Gene therapy drug manufacturing value chain Gene design Plasmid DNA Plasmid DNA Manufacturing Viral Vector Viral Vector Manufacturing Gene t
Slide 16: Combining Forge's Technology with AminoScience
Combining Forge’s Technology with “AminoScience” By merging Forge’s technology and “AminoScience”, we aim to create unparalleled viral vector manufacturing capabilities and become a leader in the gene therapy contract manufacturing field. Clients Clients Gene therapy drug manufacturing value chain G
Slide 17: Combining Forge's Technology with AminoScience
Combining Forge’s Technology with “AminoScience” By merging Forge’s technology and “AminoScience”, we aim to create unparalleled viral vector manufacturing capabilities and become a leader in the gene therapy contract manufacturing field. Clients Clients Gene therapy drug manufacturing value chain G
Slide 18: Evolution of AminoScience
Evolution of “AminoScience” “AminoScience” × AAV Manufacturing ▪ Development and manufacturing of ▪ Driving the Ajinomoto Group forward as a central individually optimized culture media force in the healthcare business ▪ Development of high productivity and high- quality gene therapy drug manufactur
Slide 19: Ajinomoto Group's CDMO Business Portfolio (Before the acquisition of Forge)
Ajinomoto Group's CDMO Business Portfolio (Before the acquisition of Forge) With the acquisition of Forge, Ajinomoto Group will expand its contract business utilizing its unique technology and promote further value-added growth in the business. Ajinomoto Group’s solutions Advanced therapy modalities
Slide 20: Ajinomoto Group's CDMO Business Portfolio (After the acquisition of Forge)
Ajinomoto Group's CDMO Business Portfolio (After the acquisition of Forge) With the acquisition of Forge, Ajinomoto Group will expand its contract business utilizing its unique technology and promote further value-added growth in the business. Ajinomoto Group’s solutions Advanced therapy modalities
Slide 21: Growth Strategy of Ajinomoto Group's CDMO Business
Growth Strategy of Ajinomoto Group’s CDMO Business Becoming a Leader in Next-Generation Modalities. 2,000 Ajinomoto's Contract Manufacturing Business Revenue Forecast: (JPY hundred million) Existing Modalities 1,500 1,000 500 0 FY2019 FY2020 FY2021 FY2022 FY2025 FY2030 Advancing the transition towar
Slide 22: Growth Strategy of Ajinomoto Group's CDMO Business
Growth Strategy of Ajinomoto Group’s CDMO Business Becoming a Leader in Next-Generation Modalities. Aiming for early realization of the 2030 Speed-up Roadmap through acceleration of × growth, targeting approximately triple Ajinomoto's Contract Manufacturing Scale-up 2,000 the revenue in FY30 compare
Slide 23: Management Structure After the Acquisition
Management Structure After the Acquisition Ajinomoto Group will maintain Forge's current management structure while also assigning its own management personnel to facilitate a swift business integration and create synergies. Forge's Top Management Detailed Management Structure CEO and President Ajin
Slide 24: Acquisition of the US Based Forge Biologics Holdings (Summary)
Ajinomoto Co., Inc. Acquisition of the US Based Forge Biologics Holdings (Summary) Taro Fujie Member of the Board, Representative Executive Officer, President & Chief Executive Officer November 13, 2023
Slide 25: Striving Towards Our Vision
Striving Towards Our Vision Contributing to the well-being of all human beings, our society and our planet with “AminoScience” ＆ Reduce environmental Promote better impacts and health and life regenerate the environment Entry into the Gene Therapy Field Contributes to ASV Initiatives Aiming to Reali
Slide 26: Contribution of Gene Therapy to Patients with Rare Diseases
Contribution of Gene Therapy to Patients with Rare Diseases Maria Escolar, M.D., Chief Medical Officer at Forge Biologics shares her thoughts on the Krabbe Disease (genetic disease) project. Copyright © 2023 Ajinomoto Co., Inc. All rights reserved 26
Slide 27: Contribution to Our Purpose & ASV
Contribution to Our “Purpose" & ASV Realizing our “Purpose" and contributing to ASV Initiatives through entry into the gene therapy field with a market-leading platform. Contributing to the well-being of all human beings, our society and our planet with “AminoScience” ASV indicators Economic value S
Slide 28: Key Points of the Acquisition
Key Points of the Acquisition Contribute to our “Purpose” and ASV Expanding contributions to patients suffering from rare diseases and accelerating growth in the healthcare area Accelerate growth in the healthcare domain “AminoScience” xForge technology establishes dominant position in gene therapy
Slide 29: Forward-looking statements
➢ Forward-looking statements, such as business performance forecasts, made in these materials are based on management's estimates, assumptions and projections at the time of publication. A number of factors could cause actual results to differ materially from expectations. ➢ This material includes s
Slide 30: Appendix
Ay AJINOMOTO Appendix
Slide 31: Glossary (1/2)
Glossary (1/2) ◎Adeno-associated virus (AAV): A small virus that infects humans and primates, AAV is non-pathogenic and cannot replicate itself without the presence of another virus. It can efficiently deliver normal genes to cells with defective genes, allowing them to synthesize normal proteins. A
Slide 32: Glossary (2/2)
Glossary (2/2) ◎GMP Suite: GMP stands for "Good Manufacturing Practice," referring to the standards and rules established to ensure product quality. A GMP suite is a "special room" for producing viral vectors for gene therapy, where specific rules and criteria are in place. This ensures that viral v