Shionogi & Co. announced it will acquire Japan Tobacco Inc.’s pharmaceutical business in a comprehensive ¥9 billion transaction that involves three separate deals, according to company statements Wednesday.
The Osaka-based drugmaker will purchase JT’s pharmaceutical division through an absorption-type split for ¥5.4 billion, acquire all shares of US-based Akros Pharma for $23.8 million (¥3.6 billion), and launch a tender offer for Torii Pharmaceutical Co., JT’s listed subsidiary.
Shionogi is offering ¥6,350 per share for Torii, representing a 21% premium over Tuesday’s closing price. Japan Tobacco, which holds a 54.8% stake in Torii, has agreed not to tender its shares but will sell them back to Torii at ¥4,568 per share after the transaction.
The acquisition aligns with Shionogi’s 2030 strategy to transform into a “Healthcare as a Service” company. The deal combines Shionogi’s infectious disease expertise with JT Pharma’s capabilities in small molecule drug discovery and development.
The transaction requires regulatory approval and is expected to close by December 2025. Financial impact on Shionogi’s earnings remains undetermined.
