March 30, 2026
To whom it may concern,
Name of company: | Nippon Kayaku Co., Ltd. |
Name of representative: | Shigeyuki Kawamura, President |
Code No.: | 4272 Tokyo Stock Exchange, Prime Market |
Contact: | Masaki Igawa, General Manager of Corporate Communication Division |
(Tel: +81-3-6731-5237) |
Nippon Kayaku Co., Ltd. (hereinafter "Nippon Kayaku") herby announces that its Board of Directors resolved on March30,2026, to acquire shares of a company that will succeed part of the pharmaceutical manufacturing business of Fuji Yakuhin Co., Ltd. (hereinafter "Fuji Yakuhin") (the business of the Toyama No. 2 Plan, which mainly engages in contract development and manufacturing of pharmaceutical products for medical use (injectable drugs); hereinafter "the Business") (hereinafter "this Transaction"), and that it has entered into a share transfer agreement with Fuji Yakuhin.
Purpose of this Transaction
Through this Transaction, Nippon Kayaku aims to strengthen the stable supply system and expand production capacity for anti-cancer drugs and biosimilars, which are the core of its pharmaceutical business, thereby pursuing future business growth and enhancement of corporate value.
Process of this Transaction (Planned)
The following process is planned for this Transaction:
Fuji Yakuhin will establish a 100% subsidiary for the purpose of succeeding the Business.
Fuji Yakuhin will transfer the Business to the newly established company by means of an absorption-type company split.
Nippon Kayaku will acquire all issued shares of the newly established company.
Overview of the Company to be Acquired (Planned)
(1) Name
To be determined (to be decided by the time of establishment)
(2) Location
750 Itakura, Fuchumachi, Toyama City, Toyama, Japan
(3) Title and Name of
Representative
Takuya Moto, Representative Director
(4) Business Description
Contract development and manufacturing of pharmaceutical products for
medical use (injectable drugs)
(5) Sales of the Business
Approximately 3,000 million yen (estimated for fiscal year ending March 2026)
(6) Capital
1 million yen
(7) Number of Shares
5,000 shares
(8) Date of Establishment
April 30, 2026 (planned)
(9) Major Shareholders and
Shareholding Ratio
Fuji Yakuhin Co., Ltd.
100%
(10) Relationship with Our Company
Capital Relationship
No matter to be described.
Personal Relationship
No matter to be described.
Business Relationship
No matter to be described.
Status as Related Party
Not applicable
※ As the company is scheduled to be newly established, there are no confirmed financial position and operating results for the most recent fiscal year.
Overview of Fuji Yakuhin
(1) Name
Fuji Yakuhin Co., Ltd.
(2) Location
4-383 Sakuragicho, Omiya-Ku, Saitama City, Saitama, Japan
(3) Title and Name of
Representative
Masayuki Takayanagi, President and Representative Director
(4) Business Description
Home delivery medicine sales business, drug store and dispensing pharmacy business, pharmaceutical sales business for medical use, pharmaceutical
manufacturing business
(5) Capital
100 million yen
(6) Date of Establishment
April 27, 1954
(7) Net Assets*
38,123 million yen
(8) Total Assets*
116,729 million yen
(9) Relationship with Our Company
Capital Relationship
No matter to be described.
Personal Relationship
No matter to be described.
Business Relationship
No matter to be described.
Status as Related Party
Not applicable
※ All figures and content are as of March 31, 2025.
Schedule
(1) Board of Directors Resolution Da
March 30, 2026
(2) Share Transfer Agreement Execution Date
March 30, 2026
(3) Establishment Date of New Company
April 30, 2026 (planned)
(4) Effective Date of Absorption-Type Company Split
October 1, 2026 (planned)
(5) Share Transfer
October 1, 2026 (planned)
※ The schedule is subject to change as necessary depending on the necessity, status, and other various circumstances regarding the required approvals, registrations, notifications, etc. from relevant authorities.
Future Outlook
The impact of this share acquisition on the consolidated financial results for the fiscal year ending March 2026 is immaterial. We believe that this acquisition will contribute to the improvement of our performance and corporate value over the medium to long term.
[Contact for Inquiries Regarding this Matter]
Corporate Communications Division, Nippon Kayaku Co., Ltd. TEL: +81-3-6731-5237