Komori
M&A and Subsidiary Changes1925DAIWA HOUSE INDUSTRY CO.,LTD.Construction and Materials

Notice Regarding Making 住友電設株式会社 a Wholly Owned Subsidiary

大和ハウス工業 acquired 17 shares of 住友電設 through 住友電設's acquisition of treasury shares, making 住友電設 a wholly owned subsidiary based on voting rights. This transaction completed the series of transactions aimed at taking 住友電設 private.

Worth reading
69In focus
Scored from 4 of 5 sections
Direction
Improvement
Direction inferred from the company’s description.
Scale
100
% (voting rights ownership ratio)
Wording
Conditional
How definitive the wording is.

This transaction

This Transaction / This Tender Offer / This Treasury Share Acquisition
CounterpartySumitomo Electric Industries,Ltd.
Disclosing companyDAIWA HOUSE INDUSTRY CO.,LTD.
住友電設株式会社Voting rights ownership percentageNumber of shares acquired 17 shares (number of voting rights: Not disclosed)

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.
Target company

Engineering services related to facility construction, sales of equipment and other activities

Location Nishi-ku, Osaka, Osaka PrefectureShare capital ¥6,440 million (as of 30 September 2025)Date of incorporation 20 April 1950
Net Sales¥203,639 million (fiscal year ended March 2025)
Operating profit¥17,886 million (fiscal year ended March 2025)
Net income for the current fiscal year¥12,800 million (fiscal year ended March 2025)
Net assets¥119,178 million (fiscal year ended March 2025)
Consideration and expenses
Funding arrangementsA third-party allotment of shares, underwritten by our company, will be carried out to secure the funds required to execute this treasury share acquisition and the amount available for distribution
Impact on Business Performance

The impact of the change in subsidiaries on our consolidated results is currently under review

Procedures and assumptions
Conditions Precedent to ExecutionA resolution at the extraordinary general meeting of shareholders held on 16 March 2026 regarding the implementation of this treasury share acquisition
Management structure after acquisition住友電設 became a wholly owned subsidiary of 大和ハウス工業. Details regarding the corporate name, representative and treatment of employees: Not disclosed
This transaction
ItemDetails
Transaction nameThis Transaction / This Tender Offer / This Treasury Share Acquisition
Counterparty nameSumitomo Electric Industries,Ltd.
Name of the Subject Company住友電設株式会社
Business Description of the Subject CompanyEngineering services related to facility construction, sales of equipment and other activities
Location of the Subject CompanyNishi-ku, Osaka, Osaka Prefecture
Capital Stock of the Subject Company¥6,440 million (as of 30 September 2025)
Date of Establishment of the Subject Company20 April 1950
Net Sales of the Subject Company¥203,639 million (fiscal year ended March 2025)
Operating Profit of the Subject Company¥17,886 million (fiscal year ended March 2025)
Net Income of the Subject Company¥12,800 million (fiscal year ended March 2025)
Net Assets of the Subject Company¥119,178 million (fiscal year ended March 2025)
Number of shares acquired17 shares (number of voting rights: Not disclosed)
Voting rights ownership percentageBefore 43.33% → after 100.00%
Funding arrangementsA third-party allotment of shares, underwritten by our company, will be carried out to secure the funds required to execute this treasury share acquisition and the amount available for distribution
Impact on Business PerformanceThe impact of the change in subsidiaries on our consolidated results is currently under review
Date of board resolution7 January 2026
Execution Date / Effective Date24 March 2026 (effective date of this treasury share acquisition)
Conditions Precedent to ExecutionA resolution at the extraordinary general meeting of shareholders held on 16 March 2026 regarding the implementation of this treasury share acquisition
Management structure after acquisition住友電設 became a wholly owned subsidiary of 大和ハウス工業. Details regarding the corporate name, representative and treatment of employees: Not disclosed
Items this document does not state (13)
Acquisition priceExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodGoodwill amountAmount of extraordinary income (loss)Contract 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.

To make 住友電設 a wholly owned subsidiary of 大和ハウス工業 by having 住友電設 acquire the 17 shares scheduled to be sold by Sumitomo Electric Industries,Ltd.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding Making 住友電設株式会社 a Wholly Owned Subsidiary | DAIWA HOUSE INDUSTRY CO.,LTD. (1925) timely disclosure | Komori