Worth reading
45Recurring
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
8000
¥ thousandWording
Conditional
How definitive the wording is.This transaction
Name of transactionCounterparty (target company)双日食料株式会社
Disclosing companyG-FACTORY 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
Import and export and domestic sale of agricultural, livestock and marine products, basic materials, processed foods and other food products
Location Minato-ku, TokyoShare capital ¥412 millionDate of incorporation 25 January 1983
Net Sales¥139,476 million (fiscal year ended March 2026)
Operating profit¥3,444 million (fiscal year ended March 2026)
Net income for the current fiscal year¥2,398 million (fiscal year ended March 2026)
Net assets¥23,103 million (fiscal year ended March 2026)
Consideration and expenses
Acquisition price¥8 million
Type of ConsiderationCash
Impact on Business Performance
The impact of this absorption-type company split on consolidated results for the fiscal year ending December 2026 is immaterial.
Procedures and assumptions
Valuation methodologyThe consideration was determined through good-faith discussions between the Company and 双日食料株式会社, taking comprehensive account of the earnings performance of the business and the rights and obligations to be succeeded to.
Management structure after acquisitionThere will be no changes to the Company's corporate name, location, representative, business activities, capital or fiscal year-end as a result of this absorption-type company split.
Business concernedThe business relating to the operation of OMISE CRAFT, a platform supporting the opening of restaurants
| Item | Details |
|---|---|
| Transaction name | Name of transaction |
| Counterparty name | 双日食料株式会社 |
| Name of the Subject Company | 双日食料株式会社 |
| Business Description of the Subject Company | Import and export and domestic sale of agricultural, livestock and marine products, basic materials, processed foods and other food products |
| Location of the Subject Company | Minato-ku, Tokyo |
| Capital Stock of the Subject Company | ¥412 million |
| Date of Establishment of the Subject Company | 25 January 1983 |
| Net Sales of the Subject Company | ¥139,476 million (fiscal year ended March 2026) |
| Operating Profit of the Subject Company | ¥3,444 million (fiscal year ended March 2026) |
| Net Income of the Subject Company | ¥2,398 million (fiscal year ended March 2026) |
| Net Assets of the Subject Company | ¥23,103 million (fiscal year ended March 2026) |
| Acquisition price | ¥8 million |
| Type of Consideration | Cash |
| Impact on Business Performance | The impact of this absorption-type company split on consolidated results for the fiscal year ending December 2026 is immaterial. |
| Date of board resolution | 10 July 2026 |
| Contract Date | 10 July 2026 |
| Execution Date / Effective Date | 1 September 2026 (予定) |
| Valuation methodology | The consideration was determined through good-faith discussions between the Company and 双日食料株式会社, taking comprehensive account of the earnings performance of the business and the rights and obligations to be succeeded to. |
| Management structure after acquisition | There will be no changes to the Company's corporate name, location, representative, business activities, capital or fiscal year-end as a result of this absorption-type company split. |
| Business concerned | The business relating to the operation of OMISE CRAFT, a platform supporting the opening of restaurants |
Items this document does not state (13)
Expenses other than the acquisition priceMerger 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)Independent valuation institutionSpecial CommitteeConditions Precedent to Execution
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.To accelerate the development of a platform for food-service operators and advance the Company's transformation into a comprehensive platform company. The Company aims to enhance its corporate value over the medium to long term by expanding its business domains and brand recognition and strengthening its comprehensive support structure.
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