Komori
M&A and Subsidiary Changes3154MEDIUS HOLDINGS Co.,Ltd.Trading & Wholesale

(Update on Previously Disclosed Matter) Notice of Execution of Definitive Agreement for Acquisition of Shares by a Consolidated Subsidiary (Making the Company a Great-Grandparent Company)

株式会社栗原医療器械店, a consolidated subsidiary of the Company, has executed a definitive agreement to acquire additional shares of 共栄医科器械株式会社, making it a wholly owned subsidiary. The share acquisition is scheduled to be completed on 1 October 2026.

Worth reading
42Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Improvement
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

Share acquisition (making the target a grand-subsidiary)
Disclosing companyMEDIUS HOLDINGS Co.,Ltd.
共栄医科器械株式会社Voting rights ownership percentageNumber of shares acquired 1,850 shares (number of voting rights: 1,850)

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.

TimelineThe spacing between the points is proportional to the actual number of days.
Target company

Sales and repair of medical supplies and medical instruments and equipment, and sales of welfare equipment

Location Nagano City, Nagano PrefectureShare capital ¥10 millionDate of incorporation 10 May 1976
Impact on Business Performance

The impact of the share acquisition by this subsidiary on consolidated results for the current fiscal year is expected to be immaterial.

Procedures and assumptions
Management structure after acquisition共栄医科器械 will become a subsidiary of 栗原医療器械店 and a sub-subsidiary of the Company. It will continue to operate under an integrated group strategy and contribute further to the development of regional healthcare and greater operational efficiency at medical institutions.
This transaction
ItemDetails
Transaction nameShare acquisition (making the target a grand-subsidiary)
Name of the Subject Company共栄医科器械株式会社
Business Description of the Subject CompanySales and repair of medical supplies and medical instruments and equipment, and sales of welfare equipment
Location of the Subject CompanyNagano City, Nagano Prefecture
Capital Stock of the Subject Company¥10 million
Date of Establishment of the Subject Company10 May 1976
Number of shares acquired1,850 shares (number of voting rights: 1,850)
Voting rights ownership percentageBefore 9.76% → after 100%
Impact on Business PerformanceThe impact of the share acquisition by this subsidiary on consolidated results for the current fiscal year is expected to be immaterial.
Date of board resolution21 August 2026
Contract Date21 August 2026
Execution Date / Effective Date1 October 2026 (scheduled)
Management structure after acquisition共栄医科器械 will become a subsidiary of 栗原医療器械店 and a sub-subsidiary of the Company. It will continue to operate under an integrated group strategy and contribute further to the development of regional healthcare and greater operational efficiency at medical institutions.
Items this document does not state (19)
Counterparty nameNet 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 priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to Execution

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 enhance the business value of both companies in Nagano Prefecture, improve economies of scale and synergies, and contribute to the development of regional healthcare and greater operational efficiency at medical institutions through an integrated group strategy.

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.
(Update on Previously Disclosed Matter) Notice of Execution of Definitive Agreement for Acquisition of Shares by a Consolidated Subsidiary (Making the Company a Great-Grandparent Company) | MEDIUS HOLDINGS Co.,Ltd. (3154) timely disclosure | Komori