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

Notice Regarding the Establishment of a Jointly Funded Company by a Subsidiary

Our subsidiary has decided to establish a new company jointly funded with Hiyama Fisheries Cooperative Association and Yakumo Town to engage in the farming, processing and sale of salmon and other fish. The new company is expected to become a sub-subsidiary of our company.

Worth reading
51Recurring
Scored from 4 of 5 sections
Direction
Improvement
Direction inferred from the company’s description.
Scale
70
¥ million (capital)
Wording
Avoiding a definitive answer
How definitive the wording is.

This transaction

Establishment of a jointly funded company
CounterpartyHiyama Fisheries Cooperative Association, Yakumo Town, Futami District, Hokkaido
Disclosing companyOkamura Foods Co.,Ltd.
日本サーモンファーム八雲 株式会社 (planned)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.
Target company

Farming, processing and sale of salmon and other fish, seaweed and other products

Location Yakumo Town, Futami District, HokkaidoShare capital ¥70 millionDate of incorporation Late May 2026 (planned)
Consideration and expenses
Type of ConsiderationCash (joint investment)
Funding arrangementsJoint investment (日本サーモンファーム株式会社: ¥68 million, Hiyama Fisheries Cooperative Association: ¥1 million, Yakumo Town: ¥1 million)
Impact on Business Performance

The impact on consolidated results for the fiscal year ending June 2026 is expected to be immaterial.

Procedures and assumptions
Conditions Precedent to ExecutionThe company incorporation date and business commencement date may change depending on the status of approval and registration procedures.
Management structure after acquisitionThe representative director will be Suzuki Kosuke (鈴木宏介). A total of 3 employees of our company and group companies will concurrently serve as directors, and a director who is a member of our Audit and Supervisory Committee will concurrently serve as a corporate auditor. Employee treatment: Not disclosed.
This transaction
ItemDetails
Transaction nameEstablishment of a jointly funded company
Counterparty nameHiyama Fisheries Cooperative Association, Yakumo Town, Futami District, Hokkaido
Name of the Subject Company日本サーモンファーム八雲 株式会社 (planned)
Business Description of the Subject CompanyFarming, processing and sale of salmon and other fish, seaweed and other products
Location of the Subject CompanyYakumo Town, Futami District, Hokkaido
Capital Stock of the Subject Company¥70 million
Date of Establishment of the Subject CompanyLate May 2026 (planned)
Type of ConsiderationCash (joint investment)
Voting rights ownership percentageAfter 日本サーモンファーム株式会社 97.1%, Hiyama Fisheries Cooperative Association 1.4%, Yakumo Town 1.4% (before not disclosed)
Funding arrangementsJoint investment (日本サーモンファーム株式会社: ¥68 million, Hiyama Fisheries Cooperative Association: ¥1 million, Yakumo Town: ¥1 million)
Impact on Business PerformanceThe impact on consolidated results for the fiscal year ending June 2026 is expected to be immaterial.
Date of board resolution14 May 2026
Execution Date / Effective DateCompany incorporation date: late May 2026 (planned); business commencement date: December 2026 (planned)
Conditions Precedent to ExecutionThe company incorporation date and business commencement date may change depending on the status of approval and registration procedures.
Management structure after acquisitionThe representative director will be Suzuki Kosuke (鈴木宏介). A total of 3 employees of our company and group companies will concurrently serve as directors, and a director who is a member of our Audit and Supervisory Committee will concurrently serve as a corporate auditor. Employee treatment: Not disclosed.
Items this document does not state (17)
Net 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 priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredGoodwill 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.

To expand domestic aquaculture production to 12,000 tonnes, we will expand the capacity of intermediate aquaculture facilities and promote collaboration with local governments and fisheries cooperatives. Through the expansion of our aquaculture business, we also aim to develop related industries, revitalize the local economy and contribute to the formation of sustainable local communities.

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.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
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 Jointly Funded Company by a Subsidiary | Okamura Foods Co.,Ltd. (2938) timely disclosure | Komori