Worth reading
51Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Improvement
Direction inferred from the company’s description.Scale
19350
¥ million (combined approximate amount of the acquisition price, advisory fees and other costs)Wording
Conditional
How definitive the wording is.This transaction
This share acquisitionCounterpartyMitsubishi Chemical Corporation
Disclosing companySBS Holdings,Inc.
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
Comprehensive logistics services, including cargo trucking, ocean shipping, port transport, freight forwarding, warehousing and customs clearance; third-party logistics services; the manufacture, sale and leasing of logistics-related equipment; and the manufacture, sale, import and export of petroleum products, chemical products and packaging materials, among others
Location Minato-ku, TokyoShare capital ¥1,500 millionDate of incorporation 1 December 1956
Net Sales¥80,348 million (fiscal year ended March 2026)
Operating profit¥709 million (fiscal year ended March 2026)
Net income for the current fiscal yearNet loss of ¥1,071 million (fiscal year ended March 2026)
Net assets¥9,471 million (fiscal year ended March 2026)
Consideration and expenses
Acquisition price¥19,200 million. This is an estimate based on the target company's financial figures as of the end of March 2026. The final acquisition price will be determined based on the financial figures at the time the acquisition is completed and may be adjusted subsequently.
Expenses other than the acquisition priceAdvisory fees and other expenses: ¥150 million (estimated)
Impact on Business Performance
The impact of this share acquisition on the consolidated results for the current fiscal year and the following fiscal year and beyond is currently under review. The company will promptly disclose any matters requiring disclosure.
Procedures and assumptions
Valuation methodologyCalculated based on the target company's financial figures as of the end of March 2026. The specific valuation method is Not disclosed.
Conditions Precedent to ExecutionApproval from the relevant authorities
Management structure after acquisitionThe current president of Mitsubishi Chemical Logistics will remain in office as representative director after the acquisition, while integration with the SBS Group is pursued with continuity in business operations. The target company's 4 subsidiaries are also expected to become SBS Group companies.
| Item | Details |
|---|---|
| Transaction name | This share acquisition |
| Counterparty name | Mitsubishi Chemical Corporation |
| Name of the Subject Company | Mitsubishi Chemical Logistics Corporation |
| Business Description of the Subject Company | Comprehensive logistics services, including cargo trucking, ocean shipping, port transport, freight forwarding, warehousing and customs clearance; third-party logistics services; the manufacture, sale and leasing of logistics-related equipment; and the manufacture, sale, import and export of petroleum products, chemical products and packaging materials, among others |
| Location of the Subject Company | Minato-ku, Tokyo |
| Capital Stock of the Subject Company | ¥1,500 million |
| Date of Establishment of the Subject Company | 1 December 1956 |
| Net Sales of the Subject Company | ¥80,348 million (fiscal year ended March 2026) |
| Operating Profit of the Subject Company | ¥709 million (fiscal year ended March 2026) |
| Net Income of the Subject Company | Net loss of ¥1,071 million (fiscal year ended March 2026) |
| Net Assets of the Subject Company | ¥9,471 million (fiscal year ended March 2026) |
| Acquisition price | ¥19,200 million. This is an estimate based on the target company's financial figures as of the end of March 2026. The final acquisition price will be determined based on the financial figures at the time the acquisition is completed and may be adjusted subsequently. |
| Expenses other than the acquisition price | Advisory fees and other expenses: ¥150 million (estimated) |
| Number of shares acquired | 15,000,000 common shares; 15,000,000 voting rights |
| Voting rights ownership percentage | Before 0.0% → after 100.0% |
| Impact on Business Performance | The impact of this share acquisition on the consolidated results for the current fiscal year and the following fiscal year and beyond is currently under review. The company will promptly disclose any matters requiring disclosure. |
| Date of board resolution | 28 September 2026 |
| Contract Date | 28 September 2026 |
| Execution Date / Effective Date | 1 April 2027 (scheduled) |
| Valuation methodology | Calculated based on the target company's financial figures as of the end of March 2026. The specific valuation method is Not disclosed. |
| Conditions Precedent to Execution | Approval from the relevant authorities |
| Management structure after acquisition | The current president of Mitsubishi Chemical Logistics will remain in office as representative director after the acquisition, while integration with the SBS Group is pursued with continuity in business operations. The target company's 4 subsidiaries are also expected to become SBS Group companies. |
Items this document does not state (10)
Type of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Independent 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.Amid challenges in securing resources in the logistics industry, the transaction will accelerate growth by incorporating Mitsubishi Chemical Logistics' expertise and resources in chemical and hazardous materials logistics, sharing them with the SBS Group's infrastructure and expertise, and pursuing collaboration and synergies in logistics operations.
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