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July 8, 2008
Osaka, Japan, July 8, 2008 --- Takeda Pharmaceutical Company Limited ("Takeda") today submitted a request for mutual agreement procedure based on the tax treaty between Japan and the U.S. regarding a correction notice[*1]on transfer pricing taxation from the Osaka Regional Tax Bureau ("ORTB"). On June 28, 2006, Takeda received that notice from the ORTB based on the ORTB's conclusion that the profits earned in the U.S. market in relation to product supply and license transactions on Prevacid[*2], drug for peptic ulcer treatment, between Takeda and TAP Pharmaceutical Products Inc. ("TAP")[*3]were under-allocated to Takeda over the six-year period from fiscal year ending March 2000 through fiscal year ending March 2005. On June 30, 2008 (US Time), TAP was merged by Takeda Pharmaceuticals North America Inc. ("TPNA"), a 100% subsidiary of Takeda America Holdings Inc. which is a wholly owned subsidiary of Takeda located in New York. As a result,TPNA succeeded the rights to Prevacid which had belonged to TAP.
Takeda submitted a request for mutual agreement procedure to the National Tax Agency of Japan for the purpose of the resolution of the double taxation since Takeda is going to submit the Advance Pricing Agreement[*4]for the supplying price of Prevacid with TAP and TPNA to the National Tax Agency of Japan and the U.S.
In protest against the corrective action stated above, Takeda filed a request for reinvestigation [*5] with the ORTB on August 25, 2006. Takeda will go through the procedure to interrupt this request in the near future.
[*1]Total taxable income assessed was ¥122.3 billion and additional tax due, including local and other taxes, was approximately ¥57.1 billion. Takeda paid these additional taxes in July 2006.
[*2] On March 19, 2008 (US Time), Takeda and Abbott Laboratories agreed that both companies would evenly divide the value of TAP.
[*3]During this assesment term, TAP had been a fifty-fifty joint venture between Abbott Laboratories and Takeda America Holdings, Inc., a wholly owned subsidiary of Takeda in the US and an affiliate accounted for by the equity method.
[*4]The Advance Pricing Agreement (APA) Program is designed to resolve actual or potential transfer pricing disputes in a principled, cooperative manner, as an alternative to the traditional adversarial process. The period subject to the APA application Takeda will submit for the supplying price of Prevacid with TAP and TPNA is after April 2005.
[*5] A reinvestigation decision from the ORTB has not yet been made to date.
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