Worth reading
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Neutral
Direction inferred from the company’s description.Scale
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Displayed only when the document provides numerical figures.Wording
Definitive
How definitive the wording is.This transaction
This merger (absorption-type merger of a wholly owned subsidiary)Counterparty (target company)株式会社ニッポー
Disclosing companyASAHI PRINTING 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 and sale of printed packaging materials
Location Toyama CityShare capital ¥48 millionDate of incorporation 2 September 1946
Net Sales¥1,459 million (fiscal year ending March 2026, non-consolidated)
Operating profit¥24 million (fiscal year ending March 2026, non-consolidated)
Net income for the current fiscal year¥26 million (fiscal year ending March 2026, non-consolidated)
Net assets¥1,403 million (fiscal year ending March 2026, non-consolidated)
Consideration and expenses
Acquisition priceNot applicable (no shares or other cash will be allocated in connection with this merger)
Type of ConsiderationNot applicable (no shares or other cash will be allocated in connection with this merger)
Impact on Business Performance
The impact on consolidated results will be immaterial.
Procedures and assumptions
Conditions Precedent to ExecutionThe merger will be carried out without resolutions at the shareholders' meetings of the Company and 株式会社ニッポー (simplified/short-form merger).
Management structure after acquisitionThere will be no changes to the Company's name, location, representative's title or name, business activities, capital or fiscal year-end as a result of this merger. Employee treatment: Not disclosed
| Item | Details |
|---|---|
| Transaction name | This merger (absorption-type merger of a wholly owned subsidiary) |
| Counterparty name | 株式会社ニッポー |
| Name of the Subject Company | 株式会社ニッポー |
| Business Description of the Subject Company | Manufacture and sale of printed packaging materials |
| Location of the Subject Company | Toyama City |
| Capital Stock of the Subject Company | ¥48 million |
| Date of Establishment of the Subject Company | 2 September 1946 |
| Net Sales of the Subject Company | ¥1,459 million (fiscal year ending March 2026, non-consolidated) |
| Operating Profit of the Subject Company | ¥24 million (fiscal year ending March 2026, non-consolidated) |
| Net Income of the Subject Company | ¥26 million (fiscal year ending March 2026, non-consolidated) |
| Net Assets of the Subject Company | ¥1,403 million (fiscal year ending March 2026, non-consolidated) |
| Acquisition price | Not applicable (no shares or other cash will be allocated in connection with this merger) |
| Type of Consideration | Not applicable (no shares or other cash will be allocated in connection with this merger) |
| Number of shares acquired | Not applicable (no shares will be allocated in connection with this merger) |
| Voting rights ownership percentage | Before 100％ (after not disclosed) |
| Impact on Business Performance | The impact on consolidated results will be immaterial. |
| Date of board resolution | 21 July 2026 |
| Contract Date | 21 July 2026 |
| Execution Date / Effective Date | 1 July 2027 (予定) |
| Conditions Precedent to Execution | The merger will be carried out without resolutions at the shareholders' meetings of the Company and 株式会社ニッポー (simplified/short-form merger). |
| Management structure after acquisition | There will be no changes to the Company's name, location, representative's title or name, business activities, capital or fiscal year-end as a result of this merger. Employee treatment: Not disclosed |
Items this document does not state (11)
Expenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation 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.To advance the key strategies of the medium-term management plan, namely restructuring the existing core businesses and expanding the label business, 株式会社ニッポー will be integrated to consolidate the Group's management resources and improve management efficiency.
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