Worth reading
45Recurring
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
1.9
Ratio of the target business's sales to the Company's consolidated sales (%)Wording
Conditional
How definitive the wording is.This transaction
This incorporation-type company splitDisclosing companyKICHIRI HOLDINGS & Co.,Ltd.
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
Regional revitalization business, including administrative outsourcing and consulting services related to the hometown tax donation system, and planning and operating services related to the promotion of migration and settlement
Location Shibuya, TokyoShare capital ¥10 millionDate of incorporation 1 October 2026 (scheduled)
Net Sales¥314 million (fiscal year ended June 2026, target business)
Consideration and expenses
Type of ConsiderationShares (all 1,000 common shares issued by the newly established company will be allotted and delivered to the Company)
Impact on Business Performance
The Company believes that the impact of this incorporation-type company split on its consolidated results will be immaterial.
Procedures and assumptions
Conditions Precedent to ExecutionAs this is a simplified incorporation-type company split as provided for in Article 805 of the Companies Act, it will be carried out based on a board resolution without obtaining shareholder approval.
Management structure after acquisitionThe Representative Director of the newly established company will be Matsufuji Shinji (松藤 慎治), a director of the Company. The newly established company will succeed to the assets, liabilities, contractual positions, employment contracts and other rights and obligations belonging to the target business. There will be no changes to the Company's name, location, representative, business activities, stated capital or fiscal year-end.
| Item | Details |
|---|---|
| Transaction name | This incorporation-type company split |
| Name of the Subject Company | 株式会社Ｅｎｂｕｄｄｙ (newly established company) |
| Business Description of the Subject Company | Regional revitalization business, including administrative outsourcing and consulting services related to the hometown tax donation system, and planning and operating services related to the promotion of migration and settlement |
| Location of the Subject Company | Shibuya, Tokyo |
| Capital Stock of the Subject Company | ¥10 million |
| Date of Establishment of the Subject Company | 1 October 2026 (scheduled) |
| Net Sales of the Subject Company | ¥314 million (fiscal year ended June 2026, target business) |
| Type of Consideration | Shares (all 1,000 common shares issued by the newly established company will be allotted and delivered to the Company) |
| Number of shares acquired | 1,000 shares (number of voting rights not stated) |
| Voting rights ownership percentage | After 100.00% (before not disclosed) |
| Impact on Business Performance | The Company believes that the impact of this incorporation-type company split on its consolidated results will be immaterial. |
| Date of board resolution | 7 September 2026 |
| Execution Date / Effective Date | 1 October 2026 (予定) |
| Conditions Precedent to Execution | As this is a simplified incorporation-type company split as provided for in Article 805 of the Companies Act, it will be carried out based on a board resolution without obtaining shareholder approval. |
| Management structure after acquisition | The Representative Director of the newly established company will be Matsufuji Shinji (松藤 慎治), a director of the Company. The newly established company will succeed to the assets, liabilities, contractual positions, employment contracts and other rights and obligations belonging to the target business. There will be no changes to the Company's name, location, representative, business activities, stated capital or fiscal year-end. |
Items this document does not state (17)
Counterparty nameOperating 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 periodFunding 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.By making the regional revitalization business an independent company, the Company aims to accelerate decision-making, establish a highly specialized management structure, secure strategic options for growth, including partnerships with external parties and fundraising, and maximize the value of the business.
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