Pan-Asia Catalysts/Events, Quiddity Advisors

Travis Lundy

Pan-Asia Catalysts/Events

Quiddity Advisors

Equity Bottom-Up

<ul>
<li>These pages have been full of long and short ideas on <a href="https://www.smartkarma.com/entities/tsuruha-holdings-inc" target="_blank" data-smartkarma-citation="entities:9536:1" rel="noopener">Tsuruha Holdings (3391 JP)</a> over the past couple of years as activists got their way, then Aeon did.</li>
<li>Then Aeon didn't, and had to pay up for a partial tender. The partial tender offer was fair-ish, but the post-tender trading has taken the shares back to DIRT CHEAP.</li>
<li>The merger between Tsuruha should get synergies, and the FY-end balance sheet shows it is substantially under-levered. Forward EV/EBIT multiples are lowest in the industry. But there's passive selling soon.</li>
</ul>


These pages have been full of long and short ideas on Tsuruha Holdings (3391 JP) over the past couple of years as activists got their way, then Aeon did.
Then Aeon didn't, and had to pay up for a partial tender. The partial tender offer was fair-ish, but the post-tender trading has taken the shares back to DIRT CHEAP.
The merger between Tsuruha should get synergies, and the FY-end balance sheet shows it is substantially under-levered. Forward EV/EBIT multiples are lowest in the industry. But there's passive selling soon.


Tsuruha (3391 JP) - New Balance Sheet, New Growth, New Price (Cheap!), And Passive Selling To Come?

Equity/Index & Cross Asset Volatility Specialist, Cameron Design

Jay Cameron

Equity/Index & Cross Asset Volatility Specialist

Cameron Design

We specialize in financial products and volatility. Our strategies balance speed, data, and risk control to capture opportunities across global markets. Our research leverages AI and data analytics to continuously refine our algorithms and adapt to evolving market dynamics.

Event-Driven

<ul>
<li>The Tsuruha-Welcia merger creates Japan's largest drugstore alliance, poised for long-term growth and market dominance, driven by an expected JPY 50B in synergies over three years.</li>
<li>A two-step corporate action—share exchange (Dec 1, 2025) followed by an Aeon TOB—provides structural certainty and strategic backing, securing the combined entity's market leadership.</li>
<li>These catalysts establish a large market leader in the consumer staples space, suggesting a timely opportunity to gain exposure to the new entity.</li>
</ul>


The Tsuruha-Welcia merger creates Japan's largest drugstore alliance, poised for long-term growth and market dominance, driven by an expected JPY 50B in synergies over three years.
A two-step corporate action—share exchange (Dec 1, 2025) followed by an Aeon TOB—provides structural certainty and strategic backing, securing the combined entity's market leadership.
These catalysts establish a large market leader in the consumer staples space, suggesting a timely opportunity to gain exposure to the new entity.


Tsuruha-Welcia Merger to Form Biggest Drugstore Alliance, +Aeon TOB

<ul>
<li>A month ago I wrote <a href="https://www.smartkarma.com/insights/japan-activism-m-a-closing-in-on-the-tsuruha-partial-tender-likely-needs-to-be-higher" target="_blank" data-smartkarma-citation="insights:206132" rel="noopener">[Japan Activism/M&amp;A] - Closing In On the Tsuruha Partial Tender - Likely Needs To Be Higher</a>. Now we are &lt;2wks to the deal.  </li>
<li>At the time, I said the Partial Tender Offer Price needed to be higher than the mooted ¥2,280. <a href="https://www.smartkarma.com/entities/tsuruha-holdings-inc" target="_blank" data-smartkarma-citation="entities:9536:1" rel="noopener">Tsuruha Holdings (3391 JP)</a> shares are up 10.0% in that month. </li>
<li>The three largest peers are -2.0% on average in that period. The average of 8 peers is +0.5%. I still expect the partial offer price needs to be near ¥3,100</li>
</ul>


A month ago I wrote [Japan Activism/M&amp;A] - Closing In On the Tsuruha Partial Tender - Likely Needs To Be Higher. Now we are &lt;2wks to the deal.  
At the time, I said the Partial Tender Offer Price needed to be higher than the mooted ¥2,280. Tsuruha Holdings (3391 JP) shares are up 10.0% in that month. 
The three largest peers are -2.0% on average in that period. The average of 8 peers is +0.5%. I still expect the partial offer price needs to be near ¥3,100


[Japan Activism/M&A] Thinking About the Partial Tender Trade Coming in Dec25

Expert on Japan Retail and Consumer Markets, JapanConsuming

Michael Causton

Expert on Japan Retail and Consumer Markets

Real Insight on Japanese Consumer Markets

JapanConsuming

JapanConsuming is a specialist research firm producing intelligence on Japanese retail and consumer markets. Founded in 2000, JapanConsuming has become the leading provider of insights on Japanese retailers and consumer trends to retailers, brands, government agencies and investors. As well as a highly regarded monthly report on the market, JapanConsuming produces in-depth reports on retail sectors, seminars on key trends and telephone consulting to investors on trends and retailers.

JapanConsuming was founded by Michael Causton and Roy Larke. 

Thematic (Sector/Industry)

<ul>
<li>FMCG retailers remained dominant and market concentration increased, with top firms expanding through consolidation. </li>
<li>Discounters, drugstores and e-commerce outperformed the market overall, while general merchandise stores and apparel/lifestyle declined.</li>
<li>Profitability varied significantly, but discounters stood out as consumers flocked to their stores to escape inflation where they could.</li>
</ul>


FMCG retailers remained dominant and market concentration increased, with top firms expanding through consolidation. 
Discounters, drugstores and e-commerce outperformed the market overall, while general merchandise stores and apparel/lifestyle declined.
Profitability varied significantly, but discounters stood out as consumers flocked to their stores to escape inflation where they could.


Japanese Big Retailers: Winners and Losers

<ul>
<li>Tsuruha is about to absorb Welcia and together, will become a ¥2 trillion operation and far bigger than drugstore rivals. </li>
<li>This should be a winning combination given the new economies of scale, repivoted management team and national reach.</li>
<li>But there is a problem: price competition is already changing the playing field. And convenience stores are about to get serious with OTC meds.</li>
</ul>


Tsuruha is about to absorb Welcia and together, will become a ¥2 trillion operation and far bigger than drugstore rivals. 
This should be a winning combination given the new economies of scale, repivoted management team and national reach.
But there is a problem: price competition is already changing the playing field. And convenience stores are about to get serious with OTC meds.


Could Discounters Derail Tsuruha-Welcia's Ambitions?

Japan

TSURUHA HOLDINGS INC. is a holding company which manages subsidiaries that operate drug stores in Hokkaido and the Tohoku area.  The Company's product line includes drugs, cosmetics, and household utensils.

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Tsuruha Holdings (3391 JP)

Tsuruha (3391 JP) - New Balance Sheet, New Growth, New Price (Cheap!), And Passive Selling To Come?

Tsuruha is -30% since late Dec25 when the Tender Offer ended. Goodwill amortization has scared some investors off since. The stock is now very...

Travis Lundy

Tsuruha-Welcia Merger to Form Biggest Drugstore Alliance, +Aeon TOB

Today January 6, 2026 is the expiration of the TOB period initiated by Aeon (8267) for 50.9% of shares of Tsuruha (3391) up from 41%, with possible...

Jay Cameron

[Japan Activism/M&A] Thinking About the Partial Tender Trade Coming in Dec25

Tsuruha and Welcia getting smacked late this AM and early PM - down 7% just now. This looks like an unwind of pre-positioned longs for the M _ _ _...

Travis Lundy

Japanese Big Retailers: Winners and Losers

An in-depth review of Japan retailers with sales of ¥250+ in 2025: FMCG retailers dominate with market concentration increasing, discounters...

Michael Causton

Could Discounters Derail Tsuruha-Welcia's Ambitions?

Tsuruha's acquisition of Welcia creates a powerhouse in the drugstore market, but price competition poses a challenge for the new entity's success.

Michael Causton

Price Gauge

52-week Range

Market Cap (USDm)

P/E

Dividend (Yield)

Tsuruha (3391 JP) - New Balance Sheet, New Growth, New Price (Cheap!), And Passive Selling To Come?

Tsuruha is -30% since late Dec25 when the Tender Offer ended. Goodwill amortization has scared some investors off since. The stock is now very...

Travis Lundy

Tsuruha-Welcia Merger to Form Biggest Drugstore Alliance, +Aeon TOB

Today January 6, 2026 is the expiration of the TOB period initiated by Aeon (8267) for 50.9% of shares of Tsuruha (3391) up from 41%, with possible...

Jay Cameron

[Japan Activism/M&A] Thinking About the Partial Tender Trade Coming in Dec25

Tsuruha and Welcia getting smacked late this AM and early PM - down 7% just now. This looks like an unwind of pre-positioned longs for the M _ _ _...

Travis Lundy

Japanese Big Retailers: Winners and Losers

An in-depth review of Japan retailers with sales of ¥250+ in 2025: ​FMCG retailers dominate with market concentration increasing, discounters...

Michael Causton

Could Discounters Derail Tsuruha-Welcia's Ambitions?

​Tsuruha's acquisition of Welcia creates a powerhouse in the drugstore market, but price competition poses a challenge for the new entity's success.

Michael Causton

An in-depth review of Japan retailers with sales of ¥250+ in 2025: FMCG retailers dominate with market concentration increasing, discounters...

Tsuruha's acquisition of Welcia creates a powerhouse in the drugstore market, but price competition poses a challenge for the new entity's success.