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M&A and Subsidiary Changes2938Okamura Foods Co.,Ltd.Food

Notice Regarding the Establishment of a Subsidiary

The Company will establish a wholly owned subsidiary in Amsterdam, the Netherlands, to conduct an overseas wholesale business. The subsidiary is scheduled to be established in May 2026 and commence operations in July of the same year.

Worth reading
37Immaterial
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
1500000
EURO
Wording
Conditional
How definitive the wording is.

This transaction

Establishment of an Overseas Wholesale Business Subsidiary in the Netherlands
Disclosing companyOkamura Foods Co.,Ltd.
Okamura Trading Netherlands B.V. (予定)Voting rights ownership percentage

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.The percentage before the change is not stated in this document.

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

Sale of commercial products

Location Amsterdam, the NetherlandsShare capital EUR 1,500,000 (approximately ¥270 million)Date of incorporation May 2026 (予定)
Impact on Business Performance

The impact of this matter on the Company’s consolidated financial results and segment information for the fiscal year ending June 2026 is expected to be immaterial.

Procedures and assumptions
Conditions Precedent to ExecutionApproval and registration procedures
Management structure after acquisitionThe corporate name will be Okamura Trading Netherlands B.V. (予定). The representative director will be Hayama Motoki (葉山 相基). A total of 2 of the Company’s executive officers and employees will concurrently serve as directors of the subsidiary.
This transaction
ItemDetails
Transaction nameEstablishment of an Overseas Wholesale Business Subsidiary in the Netherlands
Name of the Subject CompanyOkamura Trading Netherlands B.V. (予定)
Business Description of the Subject CompanySale of commercial products
Location of the Subject CompanyAmsterdam, the Netherlands
Capital Stock of the Subject CompanyEUR 1,500,000 (approximately ¥270 million)
Date of Establishment of the Subject CompanyMay 2026 (予定)
Voting rights ownership percentageAfter 100% (before not disclosed)
Impact on Business PerformanceThe impact of this matter on the Company’s consolidated financial results and segment information for the fiscal year ending June 2026 is expected to be immaterial.
Date of board resolution24 March 2026
Execution Date / Effective DateDate of establishment: May 2026 (予定); commencement of operations: July 2026 (予定)
Conditions Precedent to ExecutionApproval and registration procedures
Management structure after acquisitionThe corporate name will be Okamura Trading Netherlands B.V. (予定). The representative director will be Hayama Motoki (葉山 相基). A total of 2 of the Company’s executive officers and employees will concurrently serve as directors of the subsidiary.
Items this document does not state (20)
Counterparty nameNet Sales of the Subject CompanyOperating 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 periodNumber of shares acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Contract DateValuation 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 purpose is to make a full-scale entry into the European market, support the sale of salmon trout and fish roe supplied by aquaculture operations in Denmark and elsewhere, and create synergies with the Group’s aquaculture business and raw-material procurement.

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.
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding the Establishment of a Subsidiary | Okamura Foods Co.,Ltd. (2938) timely disclosure | Komori