Komori
M&A and Subsidiary Changes2784Alfresa Holdings CorporationTrading & Wholesale

Acquisition of Shares in Nagashima Medical Instruments Co., Ltd. (Making It a Subsidiary)

Alfresa Holdings acquired all shares in 永島医科器械, a medical device manufacturer serving the otolaryngology and head and neck surgery fields, and entered into an agreement to make it a subsidiary. The completion date for the share acquisition has not been determined.

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This transaction

Acquisition of shares and conversion into a subsidiary
Counterparty永島ホールディングス株式会社
Disclosing companyAlfresa Holdings Corporation
永島医科器械株式会社Subject of this transactionNumber of shares acquired All shares (number of shares and voting rights: Not disclosed)
Contract Date27 May 2026
Execution Date / Effective DateShare acquisition completion date: To be determined
Target company

Development, manufacture, sale, import and export of medical devices for the otolaryngology and head and neck surgery fields

Location Bunkyo-ku, TokyoShare capital ¥95 millionDate of incorporation February 1937
Net Sales¥2,676 million (fiscal year ended June 2025)
Impact on Business Performance

The impact of this transaction on results for the current fiscal year is expected to be immaterial, but over the medium to long term, it is expected to contribute to increasing the corporate value of the Group.

Procedures and assumptions
Management structure after acquisitionThe name and head office location of 永島医科器械 are not scheduled to change. The treatment of its representative and employees is Not disclosed
This transaction
ItemDetails
Transaction nameAcquisition of shares and conversion into a subsidiary
Counterparty name永島ホールディングス株式会社
Name of the Subject Company永島医科器械株式会社
Business Description of the Subject CompanyDevelopment, manufacture, sale, import and export of medical devices for the otolaryngology and head and neck surgery fields
Location of the Subject CompanyBunkyo-ku, Tokyo
Capital Stock of the Subject Company¥95 million
Date of Establishment of the Subject CompanyFebruary 1937
Net Sales of the Subject Company¥2,676 million (fiscal year ended June 2025)
Number of shares acquiredAll shares (number of shares and voting rights: Not disclosed)
Impact on Business PerformanceThe impact of this transaction on results for the current fiscal year is expected to be immaterial, but over the medium to long term, it is expected to contribute to increasing the corporate value of the Group.
Contract Date27 May 2026
Execution Date / Effective DateShare acquisition completion date: To be determined
Management structure after acquisitionThe name and head office location of 永島医科器械 are not scheduled to change. The treatment of its representative and employees is Not disclosed
Items this document does not state (19)
Operating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyAcquisition priceExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodVoting rights ownership percentageFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Date of board resolutionValuation 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.

The acquisition is intended to incorporate 永島医科器械's product development capabilities and expertise in specialized fields, expand the Group's manufacturing and development functions and in-house product lineup in the medical device business, increase sales opportunities through collaboration with its wholesale business for prescription pharmaceuticals and other products, and strengthen competitiveness.

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Acquisition of Shares in Nagashima Medical Instruments Co., Ltd. (Making It a Subsidiary) | Alfresa Holdings Corporation (2784) timely disclosure | Komori