Worth reading
43Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Neutral
Direction inferred from the company’s description.Scale
—
Displayed only when the document provides numerical figures.Wording
Definitive
How definitive the wording is.This transaction
This mergerCounterparty (target company)株式会社かいせいチャイルドケア
Disclosing companySEIGAKUSHA CO.,LTD.
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
Operation of childcare centers and nurseries
Location Kita Ward, Osaka CityShare capital ¥10 millionDate of incorporation 3 April 2014
Net Sales¥139.203 million (fiscal year ended March 2026, non-consolidated)
Operating profit¥11.155 million operating loss (fiscal year ended March 2026, non-consolidated)
Net income for the current fiscal year¥12.321 million net loss (fiscal year ended March 2026, non-consolidated)
Net assets¥61.767 million (fiscal year ended March 2026, non-consolidated)
Consideration and expenses
Acquisition priceNot applicable (no shares, cash or other consideration will be allocated in connection with this merger)
Type of ConsiderationNo cash, shares or other consideration allocated (merger without consideration)
Merger ratio/share exchange ratioNo ratio specified (SEIGAKUSHA CO.,LTD. will be the surviving company and 株式会社かいせいチャイルドケア will be the dissolved company)
Impact on Business Performance
As this merger is with a consolidated subsidiary, its impact on consolidated financial results will be immaterial.
Procedures and assumptions
Conditions Precedent to ExecutionAs this is a simplified merger and an abbreviated merger, no shareholders' meeting will be held to approve the merger agreement. Other conditions are not disclosed.
Management structure after acquisitionThe name, location, representative's title and name, business activities, capital and fiscal year-end of the surviving company will not be affected by this merger. 株式会社かいせいチャイルドケア will be dissolved.
| Item | Details |
|---|---|
| Transaction name | This merger |
| Counterparty name | 株式会社かいせいチャイルドケア |
| Name of the Subject Company | 株式会社かいせいチャイルドケア |
| Business Description of the Subject Company | Operation of childcare centers and nurseries |
| Location of the Subject Company | Kita Ward, Osaka City |
| Capital Stock of the Subject Company | ¥10 million |
| Date of Establishment of the Subject Company | 3 April 2014 |
| Net Sales of the Subject Company | ¥139.203 million (fiscal year ended March 2026, non-consolidated) |
| Operating Profit of the Subject Company | ¥11.155 million operating loss (fiscal year ended March 2026, non-consolidated) |
| Net Income of the Subject Company | ¥12.321 million net loss (fiscal year ended March 2026, non-consolidated) |
| Net Assets of the Subject Company | ¥61.767 million (fiscal year ended March 2026, non-consolidated) |
| Acquisition price | Not applicable (no shares, cash or other consideration will be allocated in connection with this merger) |
| Type of Consideration | No cash, shares or other consideration allocated (merger without consideration) |
| Merger ratio/share exchange ratio | No ratio specified (SEIGAKUSHA CO.,LTD. will be the surviving company and 株式会社かいせいチャイルドケア will be the dissolved company) |
| Voting rights ownership percentage | Before 100.00% (after not disclosed) |
| Impact on Business Performance | As this merger is with a consolidated subsidiary, its impact on consolidated financial results will be immaterial. |
| Date of board resolution | 16 October 2026 |
| Contract Date | 16 October 2026 |
| Execution Date / Effective Date | 1 April 2027 (scheduled) |
| Conditions Precedent to Execution | As this is a simplified merger and an abbreviated merger, no shareholders' meeting will be held to approve the merger agreement. Other conditions are not disclosed. |
| Management structure after acquisition | The name, location, representative's title and name, business activities, capital and fiscal year-end of the surviving company will not be affected by this merger. 株式会社かいせいチャイルドケア will be dissolved. |
Items this document does not state (11)
Expenses other than the acquisition priceTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation 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 optimize the management structure of the SEIGAKUSHA Group, improve operational efficiency and accelerate decision-making.
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.