Komori
Occurring Fact3182Oisix Inc.Retail

Notice Concerning an Intra-Group Reorganization (Absorption-Type Merger of a Consolidated Subsidiary (Simplified Merger and Short-Form Merger)) and Waiver of Claims

Oisix Inc. decided to waive its ¥19,060 million loan receivable from its wholly owned subsidiary ORDフードサービスホールディングス株式会社, thereby eliminating the subsidiary's excess liabilities over assets, and to absorb the subsidiary through a merger effective 1 September 2026.

Worth reading
51Recurring
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
19060
¥ million (amount of intercompany loan receivable waived)
Wording
Avoiding a definitive answer
How definitive the wording is.

Notice Concerning an Intra-Group Reorganization (Absorption-Type Merger of a Consolidated Subsidiary (Simplified Merger and Short-Form Merger)) and Waiver of Claims

Subject Entity

Oisix Inc. and ORDフードサービスホールディングス株式会社

Target Locations / Products

B2B subscription business (school meal business)

Occurrence23 July 2026 (date of board resolution and execution of the merger agreement)
This disclosure07/23/2026
Cause

Organizational restructuring to strengthen the B2B subscription business. The objectives are to eliminate overlapping administrative functions, strengthen governance, optimize costs, and simplify the financial and tax structure.

Amount of Impact on Business Performance

¥19,060 million (waiver of intercompany loan receivable). The amount will be eliminated in the consolidated accounts, so there will be no impact on the Company's consolidated results.

Impact on Earnings Forecast

The direct impact of this intra-group organizational restructuring on the Company's consolidated results is expected to be limited. The positive impact of the organizational restructuring is currently being examined, and details will be disclosed promptly once finalized.

Related procedures

Type

Simplified absorption-type merger and short-form merger

Outlook

Oisix Inc. plans to waive the ¥19,060 million intercompany loan receivable on 31 August 2026. It plans to absorb ORDフードサービス through a merger on 1 September 2026. The positive impact of the organizational restructuring on results will be examined, and details will be disclosed promptly once finalized.

Planned follow-up disclosure

Details will be disclosed promptly once finalized.

Event that occurred
ItemDetails
Event nameNotice Concerning an Intra-Group Reorganization (Absorption-Type Merger of a Consolidated Subsidiary (Simplified Merger and Short-Form Merger)) and Waiver of Claims
Date of occurrence23 July 2026 (date of board resolution and execution of the merger agreement)
Subject EntityOisix Inc. and ORDフードサービスホールディングス株式会社
Target Locations / ProductsB2B subscription business (school meal business)
CauseOrganizational restructuring to strengthen the B2B subscription business. The objectives are to eliminate overlapping administrative functions, strengthen governance, optimize costs, and simplify the financial and tax structure.
Amount of Impact on Business Performance¥19,060 million (waiver of intercompany loan receivable). The amount will be eliminated in the consolidated accounts, so there will be no impact on the Company's consolidated results.
Impact on Earnings ForecastThe direct impact of this intra-group organizational restructuring on the Company's consolidated results is expected to be limited. The positive impact of the organizational restructuring is currently being examined, and details will be disclosed promptly once finalized.
Type of litigation or proceedingSimplified absorption-type merger and short-form merger
OutlookOisix Inc. plans to waive the ¥19,060 million intercompany loan receivable on 31 August 2026. It plans to absorb ORDフードサービス through a merger on 1 September 2026. The positive impact of the organizational restructuring on results will be examined, and details will be disclosed promptly once finalized.
Planned follow-up disclosureDetails will be disclosed promptly once finalized.
Items this document does not state (15)
Date recognized / date notice receivedAccounting period in which recognizedCourt or authorityPlaintiffDefendantDate of filing / date of actionClaim amount / surcharge amountAmount of receivables at risk of non-collection or delayed collectionSuspended operationsScheduled resumption dateInvestigation structureMeasures to prevent recurrenceDirectors' and officers' liabilityVoting rights ownership percentage before the changeVoting rights ownership percentage after the change

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 integrate the intermediate holding company that owns the key subsidiaries of the B2B subscription business (school meal business), thereby strengthening governance and optimizing costs through the reduction of overlapping administrative functions, and strengthening the financial base and optimizing taxes by simplifying the financial and tax structure.

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 Concerning an Intra-Group Reorganization (Absorption-Type Merger of a Consolidated Subsidiary (Simplified Merger and Short-Form Merger)) and Waiver of Claims | Oisix Inc. (3182) timely disclosure | Komori