Worth reading
66In focus
Scored from 4 of 5 sectionsDirection
Mixed performance
Direction inferred from the company’s description.Scale
895000000
¥Wording
Conditional
How definitive the wording is.This transaction
Acquisition of shares in this transactionCounterpartyUNIVA Group Investments Limited（Cayman）
Disclosing companyUNIVA Oak Holdings Limited
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
Wholesale of beauty and healthcare products; investment business
Location Cayman IslandsShare capital NTD 5,200,000 (¥25,896,000)Date of incorporation 29 June 2018
Consideration and expenses
Acquisition price¥895,000,000 (receivable from UGI for the consideration for the transfer of UMKY shares)
Type of ConsiderationShare consideration through a third-party allotment capital increase, with the receivable for the acquisition consideration contributed in kind instead of cash
Funding arrangementsContribution in kind of the receivable from UGI for the consideration for the acquisition of UMKY shares
Impact on Business Performance
The impact on results of operations and financial condition for the fiscal year ending March 2027 is currently under review.
Procedures and assumptions
Management structure after acquisitionThe representative of UMKY is Director Inaba Shuji (稲葉秀二). UMKY is expected to become a consolidated subsidiary of the Company.
| Item | Details |
|---|---|
| Transaction name | Acquisition of shares in this transaction |
| Counterparty name | UNIVA Group Investments Limited（Cayman） |
| Name of the Subject Company | UNIVA Marketing Limited（Cayman） |
| Business Description of the Subject Company | Wholesale of beauty and healthcare products; investment business |
| Location of the Subject Company | Cayman Islands |
| Capital Stock of the Subject Company | NTD 5,200,000 (¥25,896,000) |
| Date of Establishment of the Subject Company | 29 June 2018 |
| Acquisition price | ¥895,000,000 (receivable from UGI for the consideration for the transfer of UMKY shares) |
| Type of Consideration | Share consideration through a third-party allotment capital increase, with the receivable for the acquisition consideration contributed in kind instead of cash |
| Number of shares acquired | 265,200 shares (number of voting rights: 265,200) |
| Voting rights ownership percentage | After 51％ (before not disclosed) |
| Funding arrangements | Contribution in kind of the receivable from UGI for the consideration for the acquisition of UMKY shares |
| Impact on Business Performance | The impact on results of operations and financial condition for the fiscal year ending March 2027 is currently under review. |
| Date of board resolution | 13 March 2026 |
| Execution Date / Effective Date | 1 April 2026 (completed) |
| Management structure after acquisition | The representative of UMKY is Director Inaba Shuji (稲葉秀二). UMKY is expected to become a consolidated subsidiary of the Company. |
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 CompanyExpenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodGoodwill amountAmount of extraordinary income (loss)Contract DateValuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to Executionanswers
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 and rationale for this transaction are not explained in this document.
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.