Saint Marc Holdings, the Okayama-based operator of Saint Marc Café and Bakery Restaurant Saint Marc, told regulators on September 17, 2026 that its board had approved a ¥12.8bn cash purchase of the Tsurutontan udon business from Osaka's K-Express, a wholly owned unit of Kato Pleasure Group. The deal runs through an absorption-type corporate split rather than a straight asset sale: K-Express will hand over the business's contracts, inventory and fixtures to Tsurutontan Co., Ltd. (a provisional name), a subsidiary Saint Marc is creating for the purpose, in exchange for the cash.
| Item | Detail |
|---|---|
| Buyer | Saint Marc Holdings (TSE: 3395), via new subsidiary Tsurutontan Co., Ltd. (provisional name) |
| Seller | K-Express (Osaka), wholly owned by Kato Pleasure Group |
| Cash consideration | ¥12.8bn |
| Business acquired | Tsurutontan udon chain (13 to 14 directly run domestic stores, 2 overseas franchises), one washoku restaurant, plus noodle-making and gift sales |
| Business revenue, year to March 2026 | ¥6.14bn (business-only basis) |
| Transferred assets | ¥1.22bn book value; no liabilities included |
| Effective date | December 1, 2026 (planned) |
What Saint Marc is actually buying is compact. The filing's strategic-rationale section describes 13 directly run Tsurutontan udon restaurants in Japan plus two overseas franchise outlets, one restaurant under a companion Japanese-cuisine brand, and a noodle-making and gift-sales operation; a separate business-scope section of the same disclosure puts the domestic store count at 14. On a business-only basis, the unit generated ¥6.14bn in sales for the year to March 2026, and the assets changing hands carry a book value of ¥1.22bn, with no liabilities included in the transfer.
The seller's own numbers explain why Kato Pleasure Group might want cash now rather than later. K-Express, whose businesses span tourism, dining, lodging and entertainment, posted operating profit of ¥414mn in the year to March 2026, down from ¥982mn the year before; ordinary profit fell over the same period to ¥365mn from ¥1.17bn, and net profit to ¥281mn from ¥753mn. Saint Marc says it has no prior capital, personnel or trading ties to K-Express.
Saint Marc, which runs 871 stores in Japan and overseas as of the end of June 2026 under brands including Kamakura Pasta, says Tsurutontan's design-led restaurants and menu already draw inbound tourists, and that folding the brand into its chain-operations and logistics network will let it expand the format in major domestic cities and push further into ASEAN markets it has already entered. The new subsidiary will be headquartered in Kyoto with ¥100mn in capital and will be run by Saint Marc's own president.
None of this is finished business. The successor company and the split contract are due to be finalized by September 30, 2026, a shareholders' meeting at the new subsidiary is set for late October, and the split itself does not take legal effect until December 1, 2026. Saint Marc expects the purchase to be treated as an acquisition under business-combination accounting rules, but says the purchase-price allocation and resulting goodwill are still being worked out, and it has not yet quantified the effect on profit for the year ending March 2027.
