Worth reading
54Recurring
Scored from 4 of 5 sectionsDirection
Neutral
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How definitive the wording is.This transaction
Acquisition of shares and conversion into a subsidiaryCounterpartyKobayashi Kyoichi (小林 亨一), Kobayashi Hiroyuki (小林 博之)
Disclosing companyTSI HOLDINGS 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
Planning and manufacturing of textile products, wholesale, and trading, Import and sale of textile products
Location Sumida-ku, Tokyo, Sumida-ku, TokyoShare capital ¥10 million, ¥30 millionDate of incorporation 18 November 1965, 27 August 1999
Net Sales¥4,455 million (fiscal year ended October 2025), ¥431 million (fiscal year ended July 2025)
Operating profit¥946 million (fiscal year ended October 2025), ¥99 million (fiscal year ended July 2025)
Net income for the current fiscal year¥718 million (fiscal year ended October 2025), ¥79 million (fiscal year ended July 2025)
Net assets¥6,189 million (fiscal year ended October 2025), ¥279 million (fiscal year ended July 2025)
Consideration and expenses
Acquisition priceInformation on the acquisition price will not be disclosed because the sellers are individuals.
Impact on Business Performance
The impact on the Company's consolidated results is currently being calculated. The Company will promptly disclose any matter requiring disclosure.
Procedures and assumptions
Valuation methodologyValuation determined by an independent third-party institution
| Item | Details |
|---|---|
| Transaction name | Acquisition of shares and conversion into a subsidiary |
| Counterparty name | Kobayashi Kyoichi (小林 亨一), Kobayashi Hiroyuki (小林 博之) |
| Name of the Subject Company | 東洋エンタープライズ株式会社, 株式会社レイラニトレーディング |
| Business Description of the Subject Company | Planning and manufacturing of textile products, wholesale, and trading, Import and sale of textile products |
| Location of the Subject Company | Sumida-ku, Tokyo, Sumida-ku, Tokyo |
| Capital Stock of the Subject Company | ¥10 million, ¥30 million |
| Date of Establishment of the Subject Company | 18 November 1965, 27 August 1999 |
| Net Sales of the Subject Company | ¥4,455 million (fiscal year ended October 2025), ¥431 million (fiscal year ended July 2025) |
| Operating Profit of the Subject Company | ¥946 million (fiscal year ended October 2025), ¥99 million (fiscal year ended July 2025) |
| Net Income of the Subject Company | ¥718 million (fiscal year ended October 2025), ¥79 million (fiscal year ended July 2025) |
| Net Assets of the Subject Company | ¥6,189 million (fiscal year ended October 2025), ¥279 million (fiscal year ended July 2025) |
| Acquisition price | Information on the acquisition price will not be disclosed because the sellers are individuals. |
| Number of shares acquired | 6,840 shares (6,840 voting rights), 600 shares (600 voting rights) |
| Voting rights ownership percentage | 東洋エンタープライズ株式会社 0％ → 87.7％ / 株式会社レイラニトレーディング 0％ → 100％ |
| Impact on Business Performance | The impact on the Company's consolidated results is currently being calculated. The Company will promptly disclose any matter requiring disclosure. |
| Date of board resolution | 10 April 2026 |
| Contract Date | 9 July 2026 |
| Execution Date / Effective Date | 3 August 2026 (予定) |
| Valuation methodology | Valuation determined by an independent third-party institution |
Items this document does not state (13)
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)Independent 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.No specific purpose or reason for the transaction is provided.
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