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How definitive the wording is.This transaction
Transfer of Shares in a Consolidated SubsidiaryCounterpartyZWE Ventures Pte. Ltd.
Disclosing companyKAJIMA CORPORATION
The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
TimelineThe spacing between the points is proportional to the actual number of days.White points represent dates designated as scheduled dates in the document.
Target company
Oversight of development operations in Myanmar, Oversight of development operations in Myanmar, Development operations in Myanmar
Location Singapore, Singapore, MyanmarShare capital US$170 million, US$169.9 million, US$169.8 millionDate of incorporation 2 December 2016, 2 December 2016, 17 August 2017
Net Sales— (fiscal year ended December 2025, US$)
Operating profitOperating loss of US$475,607 (fiscal year ended December 2025)
Net income for the current fiscal yearOperating loss of US$475,607 (fiscal year ended December 2025)
Net assetsNet assets of US$14,726,713 (fiscal year ended December 2025)
Consideration and expenses
Acquisition priceNot disclosed at the request of the counterparty
Impact on Business Performance
The impact of the transfer on the Company's consolidated results is minor.
Procedures and assumptions
Conditions Precedent to ExecutionApprovals from the relevant authorities and other requirements
| Item | Details |
|---|---|
| Transaction name | Transfer of Shares in a Consolidated Subsidiary |
| Counterparty name | ZWE Ventures Pte. Ltd. |
| Name of the Subject Company | KYP Investment Pte. Limited, Kajima Myanmar Holding Pte. Ltd., Kajima Yankin PPP Company Limited |
| Business Description of the Subject Company | Oversight of development operations in Myanmar, Oversight of development operations in Myanmar, Development operations in Myanmar |
| Location of the Subject Company | Singapore, Singapore, Myanmar |
| Capital Stock of the Subject Company | US$170 million, US$169.9 million, US$169.8 million |
| Date of Establishment of the Subject Company | 2 December 2016, 2 December 2016, 17 August 2017 |
| Net Sales of the Subject Company | — (fiscal year ended December 2025, US$) |
| Operating Profit of the Subject Company | Operating loss of US$475,607 (fiscal year ended December 2025) |
| Net Income of the Subject Company | Operating loss of US$475,607 (fiscal year ended December 2025) |
| Net Assets of the Subject Company | Net assets of US$14,726,713 (fiscal year ended December 2025) |
| Acquisition price | Not disclosed at the request of the counterparty |
| Number of shares acquired | 170,000,000 shares, representing 100% of voting rights |
| Voting rights ownership percentage | Before 100％ → after 0％ |
| Impact on Business Performance | The impact of the transfer on the Company's consolidated results is minor. |
| Date of board resolution | 27 October 2026 |
| Contract Date | 29 October 2026 (予定) |
| Execution Date / Effective Date | The transfer is expected to be completed by April 2027. However, completion may be delayed until April 2028 depending on the status of approvals from the relevant authorities and other factors. |
| Conditions Precedent to Execution | Approvals from the relevant authorities and other requirements |
Items this document does not state (13)
Expenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation methodologyIndependent valuation institutionSpecial CommitteeManagement structure after acquisition
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 transfer of the specified subsidiary, whose business is development operations in Myanmar, is intended to optimize the Kajima Group's overall business portfolio.
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