Komori
M&A and Subsidiary Changes3387create restaurants holdings inc.Retail

Notice Regarding the Acquisition of a Business by the Company's U.S. Subsidiary

Our U.S. subsidiary has decided to acquire the restaurant businesses of 6 locations, including “Hazelwood Food + Drink,” in Minnesota, U.S., for US$23.4 million. The agreement is scheduled to be signed on 8 June 2026, and the business acquisition is scheduled to take effect on 1 July of the same year.

Worth reading
60In focus
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
23.4
US$ millions (approximately ¥3.74 billion)
Wording
Avoiding a definitive answer
How definitive the wording is.

This transaction

Business Acquisition
CounterpartyNova Restaurant Group LLC and its group companies
Disclosing companycreate restaurants holdings inc.
Subject of this transaction
TimelineThe spacing between the points is proportional to the actual number of days.
Target company

Restaurant businesses operated by Nova Restaurant Group offering modern American cuisine (6 locations)

Location Near Minneapolis, Minnesota, U.S.
Net SalesUS$47.4 million (approximately ¥7.58 billion), fiscal year ended December 2025
Consideration and expenses
Acquisition priceUS$23.4 million (approximately ¥3.74 billion)
Expenses other than the acquisition priceAdvisory fees and other expenses (estimated): US$0.4 million (approximately ¥60 million)
Type of ConsiderationCash
Goodwill amountPositive goodwill is expected to arise. The amount of goodwill has not yet been determined. The amortization period is not disclosed.
Goodwill is the amount paid in excess of the acquired company's net assets.
Impact on Business Performance

The impact on consolidated results for the current fiscal year (the fiscal year ending February 2027) is currently under review.

This transaction
ItemDetails
Transaction nameBusiness Acquisition
Counterparty nameNova Restaurant Group LLC and its group companies
Business Description of the Subject CompanyRestaurant businesses operated by Nova Restaurant Group offering modern American cuisine (6 locations)
Location of the Subject CompanyNear Minneapolis, Minnesota, U.S.
Net Sales of the Subject CompanyUS$47.4 million (approximately ¥7.58 billion), fiscal year ended December 2025
Acquisition priceUS$23.4 million (approximately ¥3.74 billion)
Expenses other than the acquisition priceAdvisory fees and other expenses (estimated): US$0.4 million (approximately ¥60 million)
Type of ConsiderationCash
Goodwill amountPositive goodwill is expected to arise. The amount of goodwill has not yet been determined. The amortization period is not disclosed.
Impact on Business PerformanceThe impact on consolidated results for the current fiscal year (the fiscal year ending February 2027) is currently under review.
Date of board resolution8 June 2026
Contract Date8 June 2026 (scheduled)
Execution Date / Effective Date1 July 2026 (scheduled)
Items this document does not state (19)
Name of the Subject CompanyCapital Stock of the Subject CompanyDate of Establishment of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredVoting rights ownership percentageFunding arrangementsAmount 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.

We determined that the businesses in question fit the formats we consider important, namely “everyday,” “classic” and “community-focused,” and will contribute over the medium to long term to the expansion of our overseas operations, primarily in North America.

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 a Business by the Company's U.S. Subsidiary | create restaurants holdings inc. (3387) timely disclosure | Komori