Worth reading
92Important
Scored from 2 of 5 sectionsDirection
Improvement
Direction inferred from the company’s description.Scale
100
% (voting rights ownership ratio)Wording
Conditional
How definitive the wording is.This transaction
Name of transactionDisclosing companykaihan 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.
Consideration and expenses
Type of ConsiderationShares. The allocation details for the share exchange consideration are not disclosed.
Impact on Business Performance
The company is currently reviewing the impact on all of its businesses and will disclose the details promptly once the review is complete.
Procedures and assumptions
Conditions Precedent to ExecutionSubject to approval at the company's extraordinary general meeting of shareholders scheduled to be held during September 2026, Speam's results for the period are expected to be included in the consolidated financial statements from the first quarter of the fiscal year ending September 2027.
Management structure after acquisitionスペーム株式会社 has become a 100% consolidated subsidiary of the company. Other details regarding the management structure, corporate name and treatment of employees are not disclosed.
| Item | Details |
|---|---|
| Transaction name | Name of transaction |
| Name of the Subject Company | スペーム株式会社 |
| Type of Consideration | Shares. The allocation details for the share exchange consideration are not disclosed. |
| Number of shares acquired | 500,000 shares; the number of voting rights is not disclosed. |
| Voting rights ownership percentage | After 100％ (before not disclosed) |
| Impact on Business Performance | The company is currently reviewing the impact on all of its businesses and will disclose the details promptly once the review is complete. |
| Date of board resolution | 15 July 2026 |
| Execution Date / Effective Date | 25 August 2026 (completed) |
| Conditions Precedent to Execution | Subject to approval at the company's extraordinary general meeting of shareholders scheduled to be held during September 2026, Speam's results for the period are expected to be included in the consolidated financial statements from the first quarter of the fiscal year ending September 2027. |
| Management structure after acquisition | スペーム株式会社 has become a 100% consolidated subsidiary of the company. Other details regarding the management structure, corporate name and treatment of employees are not disclosed. |
Items this document does not state (22)
Counterparty nameBusiness Description of the Subject CompanyLocation of the Subject CompanyCapital Stock of the Subject CompanyDate of Establishment of the Subject CompanyNet 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 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.The company states that the share exchange will integrate the management of the two companies, but does not disclose specific reasons for carrying it out.
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.