Fuji to sell Lady Drug Store stake, expects extraordinary gain

Fuji has resolved to transfer its entire 49% stake in Lady Drug Store Co., Ltd., its equity-method affiliate. The transfer will occur through a share buyback by Lady and a sale to Tsuruha Holdings Inc. The total transfer price is approximately JPY 19,500 million, with JPY 19,005 million from Lady's buyback and JPY 495 million from the sale to Tsuruha. This transaction, scheduled for December 22, 2025, is expected to result in an extraordinary gain for Fuji in its Q4 FY2026 consolidated financial results.

Following the transfer, Lady Drug Store will no longer be an equity-method affiliate of Fuji. The decision aims to enhance Fuji's corporate value by utilizing the proceeds to execute its medium-term management plan and strengthen its financial foundation. This move also supports Tsuruha's goal of making Lady a wholly-owned subsidiary to accelerate decision-making and investment.

The transaction was approved by Fuji's board of directors on November 20, 2025, with an independent special committee confirming its fairness and the absence of disadvantage to minority shareholders. The committee noted the transfer consideration was within the valuation range calculated by Fuji's independent financial advisor. Fuji and Lady will continue cooperative relations, especially if AEON, Fuji's parent, consolidates Tsuruha.