Corporate Events

Torii Pharmaceutical Co., Ltd.(TSE:4551) dropped from S&P Global BMI Index

Shionogi & Co., Ltd. (TSE:4507) proposed to acquire 44.1% stake in Torii Pharmaceutical Co., Ltd. (TSE:4551) from group of sellers for ¥80.7 billion on May 1, 2025. A cash consideration valued at ¥6350 per share will be paid by Shionogi & Co., Ltd. In related transaction Shionogi & Co., Ltd. (TSE:4507) will purchase Japan Tobacco's stake via an agreement. The Board of Directors of Torii Pharmaceutical Co., Ltd. formed a special committee for the transaction. The expected completion of the transaction is June 25, 2025. As of May 28, 2025, Amendment to “Notice of Commencement of Tender Offer for Shares of TORII PHARMACEUTICAL. The Tender Offer may be withdrawn or otherwise canceled upon the occurrence of any of the events listed in Article 14, paragraph (1), item (i), sub-items (a) through (j) and (m) through (s), item (ii), sub-items (a) through (h) and (j), and Article 14, paragraph (2), items (iii) through (vi) of the Order for Enforcement of the Financial Instruments and Exchange Act (Cabinet Order No. 321 of 1965, as amended thereafter; hereafter, the “Enforcement Order”). The Tender Offer may be withdrawn or otherwise canceled upon the occurrence of any of the events listed in Article 14, paragraph (1), item (i), sub-items (a) through (j) and (m) through (s), item (iii), sub-items (a) through (h) and (j), and Article 14, paragraph (2), items (iii) through (vi) of the Order for Enforcement of the Financial Instruments and Exchange Act (Cabinet Order No. 321 of 1965, as amended thereafter; the “Enforcement Order”). The transaction is subject to minimum tender of 3,342,000 shares. Mizuho Securities Co., Ltd. acted as financial advisor for Torii Pharmaceutical Co., Ltd. SMBC Nikko Securities Inc. acted as financial advisor for Shionogi & Co., Ltd. Nagashima Ohno & Tsunematsu acted as legal advisor for Torii Pharmaceutical Co., Ltd. Nishimura & Asahi acted as legal advisor for Shionogi & Co., Ltd. Shionogi & Co., Ltd. (TSE:4507) completed the acquisition of 44.1% stake in Torii Pharmaceutical Co., Ltd. (TSE:4551) from group of sellers on June 18, 2025. Shionogi & Co., Ltd. was able to tender 10,977,091 shares which is more than the minimum shares condition, hence it will acquire all the shares.

Torii Pharmaceutical Co., Ltd., Board Meeting, Jun 04, 2025. Agenda: To consider a resolution to pay no interim dividend and no year-end dividend for the fiscal year ending December 2025.

The Board of Directors of Torii Pharmaceutical Co., Ltd. has authorized a buyback plan on May 7, 2025.

Torii Pharmaceutical Co., Ltd. (TSE:4551) announces a share repurchase program. Under the program, the company will repurchase 15,398,800 shares, representing 54.78% of its issued share capital, for ¥70,341.71 million (all the Agreed Untendered Shares held by Japan Tobacco after completion of the tender offer). The shares will be repurchased at a price of ¥4,568 per share. Repurchases will be conducted using the funds and distributable amount secured through the Funding and the Capital Reduction. The program aims to balance between maximization of the Tender Offer Price, on the one hand, and fairness among shareholders, on the other hand. The transaction will take place in early September 2025. As of March 31, 2025, the company had 28,111,152 shares (excluding treasury shares) and 688,848 shares in treasury.

Torii Pharmaceutical Co., Ltd., Board Meeting, May 07, 2025. Agenda: To discuss Announcement of Expression of Opinion in Support of the Tender Offer for Shares by Shionogi & Co. Ltd. and Recommendation to Tender Shares in the Tender Offer.

Torii Pharmaceutical Co., Ltd., Board Meeting, Feb 07, 2025. Agenda: To consider and approve the changes to its Representative Director and officers, etc; and to consider and approve any other matters.

Torii Pharmaceutical Co., Ltd., Annual General Meeting, Mar 27, 2025.

Verrica Pharmaceuticals Inc. announced its development and commercialization partner, Torii Pharmaceutical Co. Ltd. submitted a New Drug Application ("NDA") of TO-208 (referred to as VP-102 and marketed as YCANTH®? in the U.S.) for the treatment of Molluscum Contagiosum ("molluscum") in Japan. TO-208 is a skin disease treatment drug candidate containing cantharidin as an active ingredient. In the Phase 3 clinical study of TO-208 in patients with molluscum contagiosum (2 years old) in Japan, the primary endpoint of efficacy has met superiority to the vehicle. Furthermore, the safety profile of TO-208 in the study was consistent to prior studies in the United States and there were no observed issues of tolerability for the application. Torii and Verrica executed an exclusive license agreement for the development and commercialization of TO-208 for the treatment of molluscum and common warts in Japan in March 2021. Verrica received manufacturing and marketing approval of VP-102 to treat molluscum Infectiosum in the U.S. in July 2023. Verrica has marketed VP-102 under the brand name YCANTH®? in The U.S. since August 2023 and has completed a Phase 2 clinical study of VP-102 for the treatment of common warts and a Phase 2 clinical study ofVP-102 for the treatment of external genital warts in the U.S.

Torii Pharmaceutical Co., Ltd. announced that they will report Q2, 2025 results on Jul 31, 2025

Torii Pharmaceutical Co., Ltd. announced that they will report Q1, 2025 results on Apr 25, 2025

Torii Pharmaceutical Co., Ltd. announced that they will report fiscal year 2024 results on Feb 07, 2025

Torii Pharmaceutical Co., Ltd., 2024 Earnings Call, Feb 12, 2025

Torii Pharmaceutical Co., Ltd., H1 2025 Earnings Call, Aug 01, 2025

Torii Pharmaceutical Co., Ltd. expected to report Fiscal Year 2024 results on February 12, 2025. This event was calculated by S&P Global (Created on October 31, 2024).