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M&A and Subsidiary Changes8750Daiichi Life Group,Inc.Financials (excluding banks)

Regarding Partners Life, the Company's New Zealand subsidiary, making Fidelity Life a subsidiary (change in sub-subsidiary)

The Company's New Zealand subsidiary, Partners Life, has decided to enter into an agreement to acquire all shares of Fidelity Life. Subject to regulatory approvals and other conditions, Fidelity Life is expected to become a consolidated subsidiary of the Company (a sub-subsidiary).

Worth reading
64In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Improvement
Direction inferred from the company’s description.
Scale
630
NZ$ million (acquisition consideration)
Wording
Avoiding a definitive answer
How definitive the wording is.

This transaction

Name of transaction
CounterpartyGuardians of New Zealand Superannuation, Ngāi Tahu Investments Limited, Fidelity Family Account, Other shareholders
Disclosing companyDaiichi Life Group,Inc.
Fidelity Life Assurance Company LimitedVoting rights ownership percentageNumber of shares acquired 4,492,670 shares, representing 4,492,670 voting rights

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.

Execution Date / Effective DateMarch–July 2027 (closing scheduled, subject to the satisfaction of specified conditions and approval by the relevant authorities)
Target company

Life insurance and related businesses

Location Auckland, New ZealandShare capital NZ$376 million (as of the end of June 2026)Date of incorporation 9 January 1973
Net SalesNZ$459 million (fiscal year ended June 2025, insurance revenue)
Net income for the current fiscal yearNZ$14 million (fiscal year ended June 2025)
Net assetsNZ$221 million (fiscal year ended June 2025)
Consideration and expenses
Acquisition priceNZ$630 million (approximately ¥59.6 billion; acquisition consideration, subject to possible price adjustments under the terms of the agreement)
Type of ConsiderationCash (acquisition consideration)
Funding arrangementsCapital increase (a capital increase by the Company's intermediate holding company in Partners Life)
Impact on Business Performance

The impact on consolidated results for the current fiscal year and subsequent fiscal years is currently under review. The contribution to adjusted profit is expected to reach approximately NZ$60 million per year (approximately ¥5.7 billion) at the earliest during the period covered by the next medium-term management plan.

Procedures and assumptions
Conditions Precedent to ExecutionSatisfaction of specified conditions and approval, authorization and other requirements from the relevant authorities
Management structure after acquisitionFidelity Life is expected to become a consolidated subsidiary of the Company (a sub-subsidiary). The change of corporate name, representative and treatment of employees are Not disclosed
This transaction
ItemDetails
Transaction nameName of transaction
Counterparty nameGuardians of New Zealand Superannuation, Ngāi Tahu Investments Limited, Fidelity Family Account, Other shareholders
Name of the Subject CompanyFidelity Life Assurance Company Limited
Business Description of the Subject CompanyLife insurance and related businesses
Location of the Subject CompanyAuckland, New Zealand
Capital Stock of the Subject CompanyNZ$376 million (as of the end of June 2026)
Date of Establishment of the Subject Company9 January 1973
Net Sales of the Subject CompanyNZ$459 million (fiscal year ended June 2025, insurance revenue)
Net Income of the Subject CompanyNZ$14 million (fiscal year ended June 2025)
Net Assets of the Subject CompanyNZ$221 million (fiscal year ended June 2025)
Acquisition priceNZ$630 million (approximately ¥59.6 billion; acquisition consideration, subject to possible price adjustments under the terms of the agreement)
Type of ConsiderationCash (acquisition consideration)
Number of shares acquired4,492,670 shares, representing 4,492,670 voting rights
Voting rights ownership percentageBefore 0% → after 100% (100% indirectly owned)
Funding arrangementsCapital increase (a capital increase by the Company's intermediate holding company in Partners Life)
Impact on Business PerformanceThe impact on consolidated results for the current fiscal year and subsequent fiscal years is currently under review. The contribution to adjusted profit is expected to reach approximately NZ$60 million per year (approximately ¥5.7 billion) at the earliest during the period covered by the next medium-term management plan.
Execution Date / Effective DateMarch–July 2027 (closing scheduled, subject to the satisfaction of specified conditions and approval by the relevant authorities)
Conditions Precedent to ExecutionSatisfaction of specified conditions and approval, authorization and other requirements from the relevant authorities
Management structure after acquisitionFidelity Life is expected to become a consolidated subsidiary of the Company (a sub-subsidiary). The change of corporate name, representative and treatment of employees are Not disclosed
Items this document does not state (13)
Operating Profit of the Subject CompanyExpenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodGoodwill amountAmount of extraordinary income (loss)Date of board resolutionContract DateValuation methodologyIndependent valuation institutionSpecial Committee

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.

The acquisition is intended to expand sales channels and the customer base, strengthen the competitiveness of the life insurance business in New Zealand, expand the earnings base of the overseas life insurance business, and improve capital efficiency and drive earnings growth by expanding insurance risk. It is also intended to create synergies through the sharing of expertise and collaboration with the Company's Australian subsidiary, TAL.

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Regarding Partners Life, the Company's New Zealand subsidiary, making Fidelity Life a subsidiary (change in sub-subsidiary) | Daiichi Life Group,Inc. (8750) timely disclosure | Komori