Worth reading
54Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Mixed performance
Direction inferred from the company’s description.Scale
410
¥100 million (enterprise value)Wording
Conditional
How definitive the wording is.This transaction
This saleCounterpartySamyang Corporation Japan, Inc.
Disclosing companyTORAY INDUSTRIES,INC.
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
Manufacture and sale of various fragrances and fragrance-related products
Location Chuo-ku, TokyoShare capital ¥1,490 millionDate of incorporation April 1915
Consideration and expenses
Acquisition priceEnterprise value of ¥41.0 billion. The actual transfer price will be finalized after adjustments for 曽田香料株式会社's net interest-bearing debt, working capital and other items at completion of the transaction.
Amount of extraordinary income (loss)Gain on sale of approximately ¥8.0 billion, after tax, expected to be recognized in the fiscal year ending March 2027
Impact on Business Performance
A gain on sale of approximately ¥8.0 billion, after tax, related to this sale is expected to be recognized in the fiscal year ending March 2027. The gain has already been reflected in the full-year consolidated earnings forecast for the fiscal year ending March 2027.
Procedures and assumptions
Conditions Precedent to ExecutionSatisfaction of conditions precedent relating to approvals and other matters from the relevant authorities and regulatory authorities
Management structure after acquisitionToray is discussing with the transferee the continuation of employment and terms and conditions for employees working at 曽田香料株式会社. Toray expects the company's business to develop steadily. Trade name and representative: Not disclosed
| Item | Details |
|---|---|
| Transaction name | This sale |
| Counterparty name | Samyang Corporation Japan, Inc. |
| Name of the Subject Company | 曽田香料株式会社 |
| Business Description of the Subject Company | Manufacture and sale of various fragrances and fragrance-related products |
| Location of the Subject Company | Chuo-ku, Tokyo |
| Capital Stock of the Subject Company | ¥1,490 million |
| Date of Establishment of the Subject Company | April 1915 |
| Acquisition price | Enterprise value of ¥41.0 billion. The actual transfer price will be finalized after adjustments for 曽田香料株式会社's net interest-bearing debt, working capital and other items at completion of the transaction. |
| Number of shares acquired | All 300 shares subject to the transfer (Toray Industries, Inc.: 198 shares; Mitsui & Co., Ltd.: 102 shares). Number of voting rights: Not disclosed |
| Voting rights ownership percentage | Before Toray Industries, Inc.: 66%; Mitsui & Co., Ltd.: 34% (after not disclosed) |
| Amount of extraordinary income (loss) | Gain on sale of approximately ¥8.0 billion, after tax, expected to be recognized in the fiscal year ending March 2027 |
| Impact on Business Performance | A gain on sale of approximately ¥8.0 billion, after tax, related to this sale is expected to be recognized in the fiscal year ending March 2027. The gain has already been reflected in the full-year consolidated earnings forecast for the fiscal year ending March 2027. |
| Date of board resolution | 29 May 2026 |
| Contract Date | 29 May 2026 |
| Execution Date / Effective Date | Scheduled for completion during the first half of the fiscal year ending March 2027, after all conditions precedent relating to approvals and other matters from the relevant regulatory authorities have been satisfied. |
| Conditions Precedent to Execution | Satisfaction of conditions precedent relating to approvals and other matters from the relevant authorities and regulatory authorities |
| Management structure after acquisition | Toray is discussing with the transferee the continuation of employment and terms and conditions for employees working at 曽田香料株式会社. Toray expects the company's business to develop steadily. Trade name and representative: Not disclosed |
Items this document does not state (15)
Net Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountValuation methodologyIndependent valuation institutionSpecial Committee
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.As part of the restructuring of its business portfolio, Toray aims to optimize the allocation of management resources from a best-owner perspective and improve capital efficiency and corporate value.
How to read this page
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