Worth reading
56In 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
1
Yen (OGUNI 株式会社: ¥0.375; PHA 株式会社: ¥0.625)Wording
Conditional
How definitive the wording is.This transaction
Acquisition of shares and conversion into a subsidiaryCounterpartyOguni Eisaku (小國 栄作), Oguni Fumiyo (小國 文美代)
Disclosing companyWILLPLUS Holdings Corporation
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
Sale of automobiles, automobile parts and accessories Automobile maintenance and repair services, Sale of automobiles, automobile parts and accessories Automobile maintenance and repair services
Location Himeji, Hyogo Prefecture, Himeji, Hyogo PrefectureShare capital ¥10 million, ¥50 millionDate of incorporation 21 July 1972, 25 February 1998
Net Sales¥1,632 million (fiscal year ended July 2025), ¥1,275 million (fiscal year ended July 2025)
Operating profit▲¥66 million (fiscal year ended July 2025), ¥20 million (fiscal year ended July 2025)
Net income for the current fiscal year▲¥83 million (fiscal year ended July 2025), ¥6 million (fiscal year ended July 2025)
Net assets▲¥172 million (fiscal year ended July 2025), ¥58 million (fiscal year ended July 2025)
Consideration and expenses
Acquisition priceCommon shares of OGUNI 株式会社: ¥0.375; common shares of PHA 株式会社: ¥0.625
Impact on Business Performance
The impact of this transaction on the results for the current consolidated fiscal year is expected to be minor.
| Item | Details |
|---|---|
| Transaction name | Acquisition of shares and conversion into a subsidiary |
| Counterparty name | Oguni Eisaku (小國 栄作), Oguni Fumiyo (小國 文美代) |
| Name of the Subject Company | OGUNI 株式会社, PHA 株式会社 |
| Business Description of the Subject Company | Sale of automobiles, automobile parts and accessories Automobile maintenance and repair services, Sale of automobiles, automobile parts and accessories Automobile maintenance and repair services |
| Location of the Subject Company | Himeji, Hyogo Prefecture, Himeji, Hyogo Prefecture |
| Capital Stock of the Subject Company | ¥10 million, ¥50 million |
| Date of Establishment of the Subject Company | 21 July 1972, 25 February 1998 |
| Net Sales of the Subject Company | ¥1,632 million (fiscal year ended July 2025), ¥1,275 million (fiscal year ended July 2025) |
| Operating Profit of the Subject Company | ▲¥66 million (fiscal year ended July 2025), ¥20 million (fiscal year ended July 2025) |
| Net Income of the Subject Company | ▲¥83 million (fiscal year ended July 2025), ¥6 million (fiscal year ended July 2025) |
| Net Assets of the Subject Company | ▲¥172 million (fiscal year ended July 2025), ¥58 million (fiscal year ended July 2025) |
| Acquisition price | Common shares of OGUNI 株式会社: ¥0.375; common shares of PHA 株式会社: ¥0.625 |
| Number of shares acquired | OGUNI 株式会社: 600 shares (number of voting rights: Not disclosed); PHA 株式会社: 1,000 shares (number of voting rights: Not disclosed) |
| Voting rights ownership percentage | Before OGUNI 株式会社: 0%, PHA 株式会社: 0% → after OGUNI 株式会社: 100.0%, PHA 株式会社: 100.0% |
| Impact on Business Performance | The impact of this transaction on the results for the current consolidated fiscal year is expected to be minor. |
| Date of board resolution | 14 May 2026 |
| Contract Date | 14 May 2026 |
| Execution Date / Effective Date | 1 July 2026 (scheduled) |
Items this document does not state (14)
Expenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount 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.To expand operations in Hyogo Prefecture and strengthen the Group's sales and service network in the Kansai region. The Company aims to improve the customer experience by combining the two companies' customer bases and service networks with the Group's expertise in imported vehicle sales, after-sales services and insurance operations.
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