Worth reading
49Recurring
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
338
¥ million (approximate total acquisition price)Wording
Conditional
How definitive the wording is.This transaction
Acquisition of shares in ロビンスジャパン株式会社 and its conversion into a subsidiaryCounterpartyKinoshita Kazuhiro (木下 一博)
Disclosing companyPhil Company,Inc.
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.White points represent dates designated as scheduled dates in the document.
Target company
Design and construction of detached wooden homes / design and construction of wooden apartment buildings
Location Yachiyo, Chiba PrefectureShare capital ¥100 millionDate of incorporation 21 November 2008
Net Sales¥2,255 million (fiscal year ended December 2025)
Operating profit¥1 million (fiscal year ended December 2025)
Net income for the current fiscal year¥10 million (fiscal year ended December 2025)
Net assets¥383 million (fiscal year ended December 2025)
Consideration and expenses
Acquisition price¥308 million (common shares)
Expenses other than the acquisition priceAdvisory fees and other expenses: ¥30 million (approximate amount)
Impact on Business Performance
At this time, the transaction is expected to have a limited impact on the ordinary consolidated earnings forecast for the fiscal year ending November 2026. If any matters requiring disclosure arise, they will be disclosed promptly.
| Item | Details |
|---|---|
| Transaction name | Acquisition of shares in ロビンスジャパン株式会社 and its conversion into a subsidiary |
| Counterparty name | Kinoshita Kazuhiro (木下 一博) |
| Name of the Subject Company | ロビンスジャパン株式会社 |
| Business Description of the Subject Company | Design and construction of detached wooden homes / design and construction of wooden apartment buildings |
| Location of the Subject Company | Yachiyo, Chiba Prefecture |
| Capital Stock of the Subject Company | ¥100 million |
| Date of Establishment of the Subject Company | 21 November 2008 |
| Net Sales of the Subject Company | ¥2,255 million (fiscal year ended December 2025) |
| Operating Profit of the Subject Company | ¥1 million (fiscal year ended December 2025) |
| Net Income of the Subject Company | ¥10 million (fiscal year ended December 2025) |
| Net Assets of the Subject Company | ¥383 million (fiscal year ended December 2025) |
| Acquisition price | ¥308 million (common shares) |
| Expenses other than the acquisition price | Advisory fees and other expenses: ¥30 million (approximate amount) |
| Number of shares acquired | 260 shares (number of voting rights: 260) |
| Voting rights ownership percentage | Before 0．0％ → after 100．0％ |
| Impact on Business Performance | At this time, the transaction is expected to have a limited impact on the ordinary consolidated earnings forecast for the fiscal year ending November 2026. If any matters requiring disclosure arise, they will be disclosed promptly. |
| Date of board resolution | 4 September 2026 |
| Contract Date | 4 September 2026 |
| Execution Date / Effective Date | 11 September 2026 (予定) |
Items this document does not state (13)
Type 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 ExecutionManagement structure after acquisition
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 create synergies by leveraging and integrating ロビンスジャパン株式会社’s expertise and network in wooden construction, including expanding the service area for its core product, Premium Garage House, expanding the business through product development, reciprocal customer referrals, and the joint development of new space solutions.
How to read this page
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.