Worth reading
35Immaterial
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Neutral
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How definitive the wording is.This transaction
This mergerCounterpartyヒビノスペーステック株式会社, ヒビノイマジニアリング株式会社
Disclosing companyHibino Corporation
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
Sales, system design, installation and maintenance of commercial audio and visual equipment for cinemas and halls
Location Minato-ku, TokyoShare capital ¥80 millionDate of incorporation September 1950
Net Sales¥1,380 million (fiscal year ended March 2025)
Operating profit¥41 million (fiscal year ended March 2025)
Net income for the current fiscal year¥28 million (fiscal year ended March 2025)
Net assets¥331 million (fiscal year ended March 2025)
Consideration and expenses
Acquisition priceNot applicable (no shares or other assets will be allocated)
Type of ConsiderationNo consideration (no shares or other assets will be allocated)
Merger ratio/share exchange ratioNot applicable (no shares or other assets will be allocated)
Impact on Business Performance
The impact on the Company's consolidated results will be immaterial.
Procedures and assumptions
Conditions Precedent to ExecutionApproval of the merger agreement at shareholders’ meetings of each party to the merger (予定 for 10 June 2026)
Management structure after acquisitionThere will be no change to the name, location, title and name of the representative, business activities, capital or fiscal year-end of the surviving company as a result of this merger.
| Item | Details |
|---|---|
| Transaction name | This merger |
| Counterparty name | ヒビノスペーステック株式会社, ヒビノイマジニアリング株式会社 |
| Name of the Subject Company | ヒビノイマジニアリング株式会社 |
| Business Description of the Subject Company | Sales, system design, installation and maintenance of commercial audio and visual equipment for cinemas and halls |
| Location of the Subject Company | Minato-ku, Tokyo |
| Capital Stock of the Subject Company | ¥80 million |
| Date of Establishment of the Subject Company | September 1950 |
| Net Sales of the Subject Company | ¥1,380 million (fiscal year ended March 2025) |
| Operating Profit of the Subject Company | ¥41 million (fiscal year ended March 2025) |
| Net Income of the Subject Company | ¥28 million (fiscal year ended March 2025) |
| Net Assets of the Subject Company | ¥331 million (fiscal year ended March 2025) |
| Acquisition price | Not applicable (no shares or other assets will be allocated) |
| Type of Consideration | No consideration (no shares or other assets will be allocated) |
| Merger ratio/share exchange ratio | Not applicable (no shares or other assets will be allocated) |
| Voting rights ownership percentage | Before 100％ (after not disclosed) |
| Impact on Business Performance | The impact on the Company's consolidated results will be immaterial. |
| Date of board resolution | 22 May 2026 |
| Contract Date | 25 May 2026 (予定) |
| Execution Date / Effective Date | 1 October 2026 (予定) |
| Conditions Precedent to Execution | Approval of the merger agreement at shareholders’ meetings of each party to the merger (予定 for 10 June 2026) |
| Management structure after acquisition | There will be no change to the name, location, title and name of the representative, business activities, capital or fiscal year-end of the surviving company as a result of this merger. |
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.The merger is intended to achieve further growth by consolidating management resources, strengthening sales capabilities and improving operating efficiency.
How to read this page
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