Komori
M&A and Subsidiary Changes3374Naigai Tec CorporationTrading & Wholesale

Notice Regarding the Acquisition of OMT Co., Ltd. Shares (Making It a Wholly Owned Subsidiary)

内外テック has decided to acquire all 200 shares of 株式会社OMT from ラピスセミコンダクタ株式会社, making OMT a wholly owned subsidiary. The share transfer is scheduled to take place on 1 August 2026.

Worth reading
46Recurring
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
15
Less than % (percentage of the acquisition price relative to consolidated net assets and the target company's net assets)
Wording
Conditional
How definitive the wording is.

This transaction

Acquisition of Shares in 株式会社OMT (Making It a Wholly Owned Subsidiary)
Counterpartyラピスセミコンダクタ株式会社
Disclosing companyNaigai Tec Corporation
株式会社OMTVoting rights ownership percentageNumber of shares acquired 200 shares (number of voting rights: 200)

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

Maintenance and overhaul of semiconductor manufacturing equipment

Location Ohira Village, Kurokawa District, Miyagi PrefectureShare capital ¥10,000,000Date of incorporation 12 September 2003
Net Sales¥414 million (fiscal year ending March 2026)
Operating profit¥17 million (fiscal year ended March 2026)
Net income for the current fiscal year¥17 million (fiscal year ended March 2026)
Net assets¥63 million (fiscal year ended March 2026)
Consideration and expenses
Acquisition priceNot disclosed by agreement with the counterparty
Type of ConsiderationCash
Funding arrangementsThe Company plans to use internal funds.
Impact on Business Performance

The impact on consolidated results for the fiscal year ending March 2027 is expected to be immaterial. If any matters requiring disclosure arise, such as a revision to the earnings forecast, they will be disclosed promptly.

Procedures and assumptions
Valuation methodologyThe acquisition price was determined through discussions with the counterparty following due diligence in each relevant area by external organizations.
This transaction
ItemDetails
Transaction nameAcquisition of Shares in 株式会社OMT (Making It a Wholly Owned Subsidiary)
Counterparty nameラピスセミコンダクタ株式会社
Name of the Subject Company株式会社OMT
Business Description of the Subject CompanyMaintenance and overhaul of semiconductor manufacturing equipment
Location of the Subject CompanyOhira Village, Kurokawa District, Miyagi Prefecture
Capital Stock of the Subject Company¥10,000,000
Date of Establishment of the Subject Company12 September 2003
Net Sales of the Subject Company¥414 million (fiscal year ending March 2026)
Operating Profit of the Subject Company¥17 million (fiscal year ended March 2026)
Net Income of the Subject Company¥17 million (fiscal year ended March 2026)
Net Assets of the Subject Company¥63 million (fiscal year ended March 2026)
Acquisition priceNot disclosed by agreement with the counterparty
Type of ConsiderationCash
Number of shares acquired200 shares (number of voting rights: 200)
Voting rights ownership percentageBefore 0.0% → after 100.0%
Funding arrangementsThe Company plans to use internal funds.
Impact on Business PerformanceThe impact on consolidated results for the fiscal year ending March 2027 is expected to be immaterial. If any matters requiring disclosure arise, such as a revision to the earnings forecast, they will be disclosed promptly.
Date of board resolution15 July 2026
Contract Date15 July 2026
Execution Date / Effective Date1 August 2026 (scheduled)
Valuation methodologyThe acquisition price was determined through discussions with the counterparty following due diligence in each relevant area by external organizations.
Items this document does not state (11)
Expenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodGoodwill amountAmount of extraordinary income (loss)Independent 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.

The acquisition is intended to bring in OMT's technology and expertise in the maintenance and overhaul of semiconductor manufacturing equipment and accelerate the strengthening of the maintenance support business through synergies with the Company's Group.

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 Regarding the Acquisition of OMT Co., Ltd. Shares (Making It a Wholly Owned Subsidiary) | Naigai Tec Corporation (3374) timely disclosure | Komori