Worth reading
59In focus
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
1800
¥ millionWording
Avoiding a definitive answer
How definitive the wording is.This transaction
This share transferCounterparty空研工業株式会社
Disclosing companyNISSO GROUP Co.,Ltd.
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
Manufacture of air-conditioning-related equipment
Location Midori-ku, Nagoya, Aichi PrefectureShare capital ¥50 millionDate of incorporation 20 May 1961
Net Sales¥1,187 million (fiscal year ended June 2025)
Operating profit¥192 million (fiscal year ended June 2025)
Net income for the current fiscal year¥125 million (fiscal year ended June 2025)
Net assets¥819 million (fiscal year ended June 2025)
Consideration and expenses
Acquisition priceTransfer price: ¥1,800 million
Type of ConsiderationCash (transfer price: ¥1,800 million)
Amount of extraordinary income (loss)In its non-consolidated financial results, 日創グループ expects to recognize an extraordinary gain of ¥1,715 million from the sale of shares in an affiliated company in the fiscal year ending August 2026. The amount of the extraordinary gain to be recognized in the consolidated financial results is under review.
Impact on Business Performance
日創グループ expects to recognize an extraordinary gain of ¥1,715 million in its non-consolidated financial results for the fiscal year ending August 2026. The impact on consolidated financial results, including other factors, is under review. If a revision to the earnings forecast becomes necessary, 日創グループ will announce it promptly.
| Item | Details |
|---|---|
| Transaction name | This share transfer |
| Counterparty name | 空研工業株式会社 |
| Name of the Subject Company | 株式会社ダイリツ |
| Business Description of the Subject Company | Manufacture of air-conditioning-related equipment |
| Location of the Subject Company | Midori-ku, Nagoya, Aichi Prefecture |
| Capital Stock of the Subject Company | ¥50 million |
| Date of Establishment of the Subject Company | 20 May 1961 |
| Net Sales of the Subject Company | ¥1,187 million (fiscal year ended June 2025) |
| Operating Profit of the Subject Company | ¥192 million (fiscal year ended June 2025) |
| Net Income of the Subject Company | ¥125 million (fiscal year ended June 2025) |
| Net Assets of the Subject Company | ¥819 million (fiscal year ended June 2025) |
| Acquisition price | Transfer price: ¥1,800 million |
| Type of Consideration | Cash (transfer price: ¥1,800 million) |
| Number of shares acquired | Number of shares transferred: 100,000 (number of voting rights: 100,000) |
| Voting rights ownership percentage | Before 100％ → after －％ |
| Amount of extraordinary income (loss) | In its non-consolidated financial results, 日創グループ expects to recognize an extraordinary gain of ¥1,715 million from the sale of shares in an affiliated company in the fiscal year ending August 2026. The amount of the extraordinary gain to be recognized in the consolidated financial results is under review. |
| Impact on Business Performance | 日創グループ expects to recognize an extraordinary gain of ¥1,715 million in its non-consolidated financial results for the fiscal year ending August 2026. The impact on consolidated financial results, including other factors, is under review. If a revision to the earnings forecast becomes necessary, 日創グループ will announce it promptly. |
| Date of board resolution | 23 June 2026 |
| Contract Date | 23 June 2026 |
| Execution Date / Effective Date | 26 June 2026 (予定) |
Items this document does not state (12)
Expenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountValuation 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.Following a review of its business portfolio, 日創グループ determined that deepening collaboration with 空研工業, a major manufacturer of air-conditioning dampers, would be desirable in order to maximize the potential of ダイリツ.
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