Decision and Details
Board of Directors of Sapporo Drug Store Co., Ltd.Borrowing of funds by our subsidiary from our parent company and repayment of borrowings to financial institution counterparties
This is part of the going-private transaction involving our shares, including the tender offer for our shares by テラ, described in the Notice Regarding the Implementation of an MBO and Recommendation to Tender. One of the conditions for テラ to borrow the funds required for this transaction from Aozora Bank is that SDS repay all of the existing borrowings. The borrowings are also intended to fund working capital and other purposes.
The impact of the borrowings under this facility and the repayment of the existing borrowings on our results for the fiscal year ending May 2027 is expected to be immaterial.
| Item | Details |
|---|---|
| Matter Covered | Borrowing of funds by our subsidiary from our parent company and repayment of borrowings to financial institution counterparties |
| Decision-Making Body | Board of Directors of Sapporo Drug Store Co., Ltd. |
| Decision Date | 7 August 2026 |
| Implementation Date | The borrowings under this facility are scheduled to be drawn on 10 August, 17 August and 24 August 2026. The existing borrowings are scheduled to be repaid from 10 August 2026 onward as appropriate. |
| Period Covered | The availability period for this facility is from 10 August 2026 through the end of August 2033. The principal repayment date is 7 August 2033. |
| Amount | Credit facility limit: ¥15,000,000,000; total borrowings under this facility: ¥13,286,461,000; total repayment of existing borrowings: ¥13,286 million |
| Quantity / scale | The existing borrowings are from 15 domestic financial institutions. The number of shares予定 to be acquired by テラ is 7,290,251 shares. |
| Impact on Business Performance | The impact of the borrowings under this facility and the repayment of the existing borrowings on our results for the fiscal year ending May 2027 is expected to be immaterial. |
| Reason | This is part of the going-private transaction involving our shares, including the tender offer for our shares by テラ, described in the Notice Regarding the Implementation of an MBO and Recommendation to Tender. One of the conditions for テラ to borrow the funds required for this transaction from Aozora Bank is that SDS repay all of the existing borrowings. The borrowings are also intended to fund working capital and other purposes. |
| Related previous disclosures | Notice Regarding the Implementation of an MBO and Recommendation to Tender dated 19 June 2026; Corporate Governance Report published on 7 August 2025 |
| Future plans | テラ is scheduled to become our parent company on 10 August 2026. The borrowings under this facility are scheduled to be drawn on 10 August, 17 August and 24 August 2026. The existing borrowings are scheduled to be repaid from 10 August 2026 onward as appropriate. |
Items this document does not state (1)
These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.
The reasons the company gives
The company's own explanation, not something inferred from the numbers.Full repayment of the existing borrowings is required as a condition for financing the going-private transaction involving our shares through an MBO. The borrowings are also intended to fund working capital and other purposes.