Komori
M&A and Subsidiary Changes297AALPICO HOLDINGS CO.,LTD.Retail

Notice Regarding a Merger Between Wholly Owned Subsidiaries

Alpico Asset Design, a wholly owned subsidiary of アルピコホールディングス, will merge 株式会社ハーベスト into itself. The merger is scheduled to take effect on 1 January 2027, and the surviving company’s basic particulars will remain unchanged after the merger.

Worth reading
37Immaterial
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Neutral
Direction inferred from the company’s description.
Scale
—
Displayed only when the document provides numerical figures.
Wording
Conditional
How definitive the wording is.

This transaction

This merger (merger between wholly owned subsidiaries)
Counterpartyアルピコアセットデザイン株式会社, 株式会社ハーベスト
Disclosing companyALPICO HOLDINGS CO.,LTD.
株式会社ハーベスト (absorbed company)Subject of this transactionVoting rights ownership percentage Before 100% (as of 14 October 2026, both AAD and HA are 100% owned by the Company) (after not disclosed)
TimelineThe spacing between the points is proportional to the actual number of days.
Target company

Real estate leasing

Location Hakuba, Kitaazumi District, Nagano PrefectureShare capital ¥20 millionDate of incorporation 11 July 2005
Consideration and expenses
Acquisition priceNot applicable (no shares, cash or other consideration will be allocated)
Type of ConsiderationNo consideration (no shares, cash or other consideration will be allocated)
Merger ratio/share exchange ratioNot applicable. AAD will be the surviving company and HA will be the absorbed company, with no shares, cash or other consideration allocated.
Impact on Business Performance

The impact on consolidated results will be immaterial.

Procedures and assumptions
Conditions Precedent to ExecutionApproval at the shareholders’ meetings of AAD and HA to approve the merger agreement (scheduled for 15 October 2026)
Management structure after acquisitionThe merger will not change the surviving company’s name, head office location, representative’s title or name, business activities, stated capital or fiscal year-end.
This transaction
ItemDetails
Transaction nameThis merger (merger between wholly owned subsidiaries)
Counterparty nameアルピコアセットデザイン株式会社, 株式会社ハーベスト
Name of the Subject Company株式会社ハーベスト (absorbed company)
Business Description of the Subject CompanyReal estate leasing
Location of the Subject CompanyHakuba, Kitaazumi District, Nagano Prefecture
Capital Stock of the Subject Company¥20 million
Date of Establishment of the Subject Company11 July 2005
Acquisition priceNot applicable (no shares, cash or other consideration will be allocated)
Type of ConsiderationNo consideration (no shares, cash or other consideration will be allocated)
Merger ratio/share exchange ratioNot applicable. AAD will be the surviving company and HA will be the absorbed company, with no shares, cash or other consideration allocated.
Voting rights ownership percentageBefore 100% (as of 14 October 2026, both AAD and HA are 100% owned by the Company) (after not disclosed)
Impact on Business PerformanceThe impact on consolidated results will be immaterial.
Date of board resolution14 October 2026
Contract Date14 October 2026
Execution Date / Effective Date1 January 2027 (scheduled)
Conditions Precedent to ExecutionApproval at the shareholders’ meetings of AAD and HA to approve the merger agreement (scheduled for 15 October 2026)
Management structure after acquisitionThe merger will not change the surviving company’s name, head office location, representative’s title or name, business activities, stated capital or fiscal year-end.
Items this document does not state (15)
Net Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyExpenses 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 purpose is to reorganize the group companies engaged in the real estate business, centralize management oversight, and concentrate and use management resources more effectively. Another objective is to consolidate the specialized expertise and resources of both companies and establish a structure capable of providing higher-quality services.

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 a Merger Between Wholly Owned Subsidiaries | ALPICO HOLDINGS CO.,LTD. (297A) timely disclosure | Komori