Worth reading
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Definitive
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Transition to a Holding Company Structure through a Company SplitCounterparty (target company)THE NIHON SEIMA CO.,LTD.
Disclosing companyTHE SEIMA HOLDINGS CO.,LTD.
Execution Date / Effective Date1 October 2026 (effective date)
Target company
Food business, industrial materials business and mat business
Location Tonami, Toyama PrefectureShare capital ¥1 million
Procedures and assumptions
Conditions Precedent to ExecutionApproval of the absorption-type company split agreement at the 98th Annual General Meeting of Shareholders held on 25 June 2026
Management structure after acquisitionAs SEIMA Holdings Co., Ltd., the Company will be responsible for managing the Group as a whole, while THE NIHON SEIMA CO.,LTD. will focus exclusively on executing the food, industrial materials and mat businesses.
| Item | Details |
|---|---|
| Transaction name | Transition to a Holding Company Structure through a Company Split |
| Counterparty name | THE NIHON SEIMA CO.,LTD. |
| Name of the Subject Company | THE NIHON SEIMA CO.,LTD. |
| Business Description of the Subject Company | Food business, industrial materials business and mat business |
| Location of the Subject Company | Tonami, Toyama Prefecture |
| Capital Stock of the Subject Company | ¥1 million |
| Execution Date / Effective Date | 1 October 2026 (effective date) |
| Conditions Precedent to Execution | Approval of the absorption-type company split agreement at the 98th Annual General Meeting of Shareholders held on 25 June 2026 |
| Management structure after acquisition | As SEIMA Holdings Co., Ltd., the Company will be responsible for managing the Group as a whole, while THE NIHON SEIMA CO.,LTD. will focus exclusively on executing the food, industrial materials and mat businesses. |
Items this document does not state (23)
Date 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 priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredVoting rights ownership percentageFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Impact on Business PerformanceDate of board resolutionContract DateValuation methodologyIndependent valuation institutionSpecial Committee
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The reasons the company gives
The company's own explanation, not something inferred from the numbers.To optimize management resources, separate management from execution, strengthen governance, clarify authority and responsibility, accelerate decision-making, improve management efficiency and enhance corporate value.
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