Integration of management resources and business infrastructure through a capital and business alliance with AEON

「Based on this understanding of the operating environment, in this final year of the three-year 2024-2026 Medium-Term Management Plan, we have identified execution of the Medium-Term Management Plan, strengthening sales capabilities and cost structure reform as our priority policies. After clarifying the issues, we established cross-organizational task forces to advance the policies and are working to resolve issues promptly by creating integration synergies through the use of economies of scale.」

「With regard to the integration of business infrastructure and synergy creation, we are pursuing economies of scale and greater management efficiency. In developing our logistics network, the restructuring of the Shikoku region was completed in the previous fiscal year. In the current fiscal year, as part of the development of the Chugoku region, we have been developing facilities in the San'in area, establishing a stable product supply system and further improving delivery efficiency.」

「With regard to the integration of business infrastructure and synergy creation, we are pursuing economies of scale and greater management efficiency. As part of the development of our logistics network, the restructuring of the Shikoku region was completed in the previous fiscal year, establishing a more stable supply system. In the current fiscal year, we are developing logistics facilities in the San'in area as part of the development of logistics infrastructure in the Chugoku region, with the aim of further improving delivery efficiency. In product procurement, we are consolidating suppliers and standardising product assortments, while further expanding the range of Topvalu products. At our in-house processing centres, which manufacture original fresh food and delicatessen products, we have created economies of scale through product standardisation and improved delivery efficiency by establishing a product supply system.」

「With the promotion of ESG management in mind, our group has adopted the establishment of a corporate culture, reform of existing businesses, and integration of business infrastructure and synergy creation as the basic strategies of its medium-term management plan. To generate the synergies from the integration as planned, we are proceeding with the integration and optimisation of business infrastructure, as well as the standardisation of procurement and sales promotion.」

「Against this backdrop, in March 2024, our group merged with 株式会社フジ・リテイリング and マックスバリュ西日本株式会社 with the aim of responding to customers' diversifying needs, helping local customers achieve richer lifestyles, and evolving into a corporate group that can contribute to co-creation with local communities in Chugoku, Shikoku and Hyogo.」

「With this in mind, we are preparing to establish an integrated new company on 1 March 2024, with our company as the surviving company and 株式会社フジ・リテイリング and マックスバリュ西日本株式会社 as the absorbed companies, in order to further generate synergies and maximise corporate value.」

「As stated in the notice dated 1 March 2022, "Completion of the Transition to a Holding Company Structure in Connection with the Management Integration with マックスバリュ西日本株式会社 and Change of Trade Names of Subsidiaries," the company transitioned to a holding company structure in connection with its management integration with マックスバリュ西日本株式会社. In anticipation of the launch of the new company in March 2024, we are currently discussing business issues and their solutions with 株式会社フジ・リテイリング and マックスバリュ西日本株式会社 to generate synergies.」

「As stated in the notice dated 1 March 2022, "Completion of the Transition to a Holding Company Structure in Connection with the Management Integration with マックスバリュ西日本株式会社 and Change of Trade Names of Subsidiaries," the company transitioned to a holding company structure in connection with its management integration with マックスバリュ西日本株式会社. In anticipation of the launch of the new company formed through the merger in March 2024, we are currently discussing business issues and their solutions with 株式会社フジ・リテイリング and マックスバリュ西日本株式会社 to generate synergies.」

「The committees and subcommittees formulated roadmaps for resolving issues and quantitative targets for generating synergies, managed the process, and advanced the planning and implementation of specific solutions.」

「As stated in the notice dated 1 March 2022, "Completion of the Transition to a Holding Company Structure in Connection with the Management Integration with マックスバリュ西日本株式会社 and Change of Trade Names of Subsidiaries," the company transitioned to a holding company structure in connection with its management integration with マックスバリュ西日本株式会社. In anticipation of establishing an integrated new company through a merger in March 2024, we are currently discussing business issues and their solutions with 株式会社フジ・リテイリング and マックスバリュ西日本株式会社 to generate synergies.」

「As stated in the notice dated 1 March 2022, "Completion of the Transition to a Holding Company Structure in Connection with the Management Integration with マックスバリュ西日本株式会社 and Change of Trade Names of Subsidiaries," the company transitioned to a holding company structure in connection with its management integration with マックスバリュ西日本株式会社. In anticipation of establishing an integrated new company through a merger in March 2024, we are currently discussing business issues and their solutions with 株式会社フジ・リテイリング and マックスバリュ西日本株式会社 to generate synergies.」

「At resolutions of the board of directors held on 6 December 2021 and the extraordinary general meeting of shareholders held on 26 January 2022, our company and マックスバリュ西日本株式会社 resolved to conduct a share exchange under which our company would be the wholly owning parent company and マックスバリュ西日本株式会社 would be the wholly owned subsidiary (hereinafter, the "Share Exchange"). The Share Exchange took effect on 1 March 2022.」

「Based on the Basic Agreement on management integration entered into on 1 September 2021, our company, マックスバリュ西日本株式会社 and AEON CO.,LTD. entered into a management integration agreement, a share exchange agreement and an absorption-type company split agreement on 6 December 2021, following resolutions of their respective boards of directors held that day.」

「Our company, マックスバリュ西日本株式会社 (hereinafter, "マックスバリュ西日本") and AEON CO.,LTD. (hereinafter, "AEON") reached a basic agreement on 1 September 2021, following resolutions of the respective boards of directors, to establish an integrated new company through the merger of our company and マックスバリュ西日本 in March 2024. The purpose is to meet the increasingly diverse needs of customers, realize more fulfilling lifestyles, actively participate in resolving issues relating to industry, society, culture and employment in the Chugoku and Shikoku regions, and evolve into a corporate group capable of contributing to the co-creation of local communities. In advance of this, we also reached a basic agreement on establishing a joint holding company under which our company and マックスバリュ西日本 would become consolidated subsidiaries of AEON, with effect from 1 March 2022, and integrating their management. We accordingly entered into the following basic agreement (hereinafter, the "Basic Agreement").」

「To respond to increasingly diverse payment methods and enhance customer convenience, we began offering in-store payments and cash top-ups using AEON's electronic money service, WAON, at all FUJI CO.,LTD., スーパーＡＢＣ and ピュアークック stores in November.」

「In accordance with the capital and business alliance agreement entered into with AEON CO.,LTD. in October of the previous year, we acquired shares in マックスバリュ西日本株式会社 in May.」

「In accordance with the capital and business alliance agreement entered into with AEON CO.,LTD. in October 2018, we acquired 4 million shares of マックスバリュ西日本株式会社 on 28 May 2019 for a total consideration of ¥6,984 million.」

「On 12 October 2018, we entered into a capital and business alliance agreement with AEON CO.,LTD. By making maximum use of and coordinating the management resources held by both companies, we aim to become a company that will continue to earn customer support, while realizing the principles upheld by both companies and enhancing corporate value. We will continue discussions with our company and AEON Group companies so that synergies can be generated promptly across various fields. The two companies will promptly establish an alliance promotion team and consider joint procurement of products, joint development of original private-label products for the Chugoku and Shikoku regions, revitalization of each other's shopping centers and GMS stores, streamlining and utilization of logistics centers and processing centers, joint procurement of materials, fixtures and equipment, cost reductions through the integration of back-office operations, joint use of credit cards, electronic money and point cards, joint research and development in online businesses, and mutual secondment of directors and officers between the two groups.」