Worth reading
59In focus
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
2000
Soles (transfer consideration)Wording
Conditional
How definitive the wording is.This transaction
Transfer of equity interestCounterpartyIMPORTADORA MIYAKAWA S.A.C.
Disclosing companyWATTS CO.,LTD.
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
Wholesale and retail business centered on general merchandise in the Republic of Peru
Location Constitutional Province of Callao, Republic of PeruShare capital US$4,450,000Date of incorporation 25 August 2014
Net Sales¥47 million (fiscal year ended December 2025)
Operating profitOperating loss of ¥131 million (fiscal year ended December 2025)
Net income for the current fiscal yearNet loss of ¥140 million (fiscal year ended December 2025)
Net assetsNet assets of ¥52 million (fiscal year ended December 2025)
Consideration and expenses
Acquisition price2,000 soles (transfer consideration)
Type of ConsiderationCash (2,000 soles)
Amount of extraordinary income (loss)The Company expects to record a loss on the sale of shares in an affiliated company and a loss on the waiver of receivables related to loans to an affiliated company and other items in the fiscal year ending August 2026. The amount will not be disclosed. On a consolidated basis, the Company expects to record a gain from the reversal of the foreign currency translation adjustment, but the amount will not be disclosed.
Impact on Business Performance
The impact on the Company's consolidated results for the fiscal year ending August 2026 is expected to be limited. In the Company's non-consolidated financial statements, the Company expects to record a loss on the sale of shares in an affiliated company and a loss on the waiver of receivables related to loans to an affiliated company and other items. In the consolidated financial statements, the loss or gain arising from the waiver of receivables will be eliminated, and the Company expects to record a gain from the reversal of the foreign currency translation adjustment.
Procedures and assumptions
Management structure after acquisitionThe Company will no longer have a local subsidiary in Peru, but will continue to pursue business expansion in the Peruvian market through wholesale operations. The trade name, representative and treatment of employees: not disclosed
| Item | Details |
|---|---|
| Transaction name | Transfer of equity interest |
| Counterparty name | IMPORTADORA MIYAKAWA S.A.C. |
| Name of the Subject Company | Watts Peru S.A.C. |
| Business Description of the Subject Company | Wholesale and retail business centered on general merchandise in the Republic of Peru |
| Location of the Subject Company | Constitutional Province of Callao, Republic of Peru |
| Capital Stock of the Subject Company | US$4,450,000 |
| Date of Establishment of the Subject Company | 25 August 2014 |
| Net Sales of the Subject Company | ¥47 million (fiscal year ended December 2025) |
| Operating Profit of the Subject Company | Operating loss of ¥131 million (fiscal year ended December 2025) |
| Net Income of the Subject Company | Net loss of ¥140 million (fiscal year ended December 2025) |
| Net Assets of the Subject Company | Net assets of ¥52 million (fiscal year ended December 2025) |
| Acquisition price | 2,000 soles (transfer consideration) |
| Type of Consideration | Cash (2,000 soles) |
| Voting rights ownership percentage | Before 100％ → after 0％ |
| Amount of extraordinary income (loss) | The Company expects to record a loss on the sale of shares in an affiliated company and a loss on the waiver of receivables related to loans to an affiliated company and other items in the fiscal year ending August 2026. The amount will not be disclosed. On a consolidated basis, the Company expects to record a gain from the reversal of the foreign currency translation adjustment, but the amount will not be disclosed. |
| Impact on Business Performance | The impact on the Company's consolidated results for the fiscal year ending August 2026 is expected to be limited. In the Company's non-consolidated financial statements, the Company expects to record a loss on the sale of shares in an affiliated company and a loss on the waiver of receivables related to loans to an affiliated company and other items. In the consolidated financial statements, the loss or gain arising from the waiver of receivables will be eliminated, and the Company expects to record a gain from the reversal of the foreign currency translation adjustment. |
| Date of board resolution | 9 July 2026 |
| Contract Date | July 2026 (予定) |
| Execution Date / Effective Date | During the fiscal year ending August 2026 (予定) |
| Management structure after acquisition | The Company will no longer have a local subsidiary in Peru, but will continue to pursue business expansion in the Peruvian market through wholesale operations. The trade name, representative and treatment of employees: not disclosed |
Items this document does not state (12)
Expenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredFunding arrangementsGoodwill amountValuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to Execution
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.Watts Peru has recorded substantial losses in recent years due to significant changes in the market environment, political instability in Peru and other factors. The Company therefore determined that expanding and restructuring the business would be difficult.
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