Worth reading
36Immaterial
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Neutral
Direction inferred from the company’s description.Scale
1559
¥ million (revenue of the transferred division for the fiscal year ended March 2026)Wording
Conditional
How definitive the wording is.This transaction
Company splitCounterpartyサンワ分析センター株式会社 (successor company), サンワリューツー株式会社 (splitting company)
Disclosing companySANWAYUKA INDUSTRY CORPORATION
TimelineThe spacing between the points is proportional to the actual number of days.
Contract DateTo be determined (an announcement will be made promptly once finalized)
Target company
Qualitative asbestos analysis; work environment measurements
Location Kariya, Aichi PrefectureShare capital ¥10 millionDate of incorporation 1 November 2011
Net Sales¥37.891 million (fiscal year ended March 2026)
Operating profit¥4.487 million (fiscal year ended March 2026)
Net income for the current fiscal year¥3.542 million (fiscal year ended March 2026)
Net assets¥29.352 million (fiscal year ended March 2026)
Consideration and expenses
Acquisition priceNo shares or other consideration will be allocated or delivered
Type of ConsiderationNo consideration (no shares or other consideration will be allotted or delivered)
Impact on Business Performance
As this company split is an absorption-type company split involving the company and its consolidated subsidiary, its impact on consolidated results will be immaterial.
Procedures and assumptions
Conditions Precedent to ExecutionThis company split qualifies as both a simplified absorption-type company split and a short-form absorption-type company split, and shareholder approval of the absorption-type company split agreement will not be sought in either case.
Management structure after acquisitionA name change is planned for the successor company, サンワ分析センター株式会社, but the new name has not been finalized. There will be no changes to the names, locations, titles or names of representatives, business activities, stated capital or fiscal year-end of the company or サンワリューツー株式会社. Employee treatment: Not disclosed
| Item | Details |
|---|---|
| Transaction name | Company split |
| Counterparty name | サンワ分析センター株式会社 (successor company), サンワリューツー株式会社 (splitting company) |
| Name of the Subject Company | サンワ分析センター株式会社 (successor company) |
| Business Description of the Subject Company | Qualitative asbestos analysis; work environment measurements |
| Location of the Subject Company | Kariya, Aichi Prefecture |
| Capital Stock of the Subject Company | ¥10 million |
| Date of Establishment of the Subject Company | 1 November 2011 |
| Net Sales of the Subject Company | ¥37.891 million (fiscal year ended March 2026) |
| Operating Profit of the Subject Company | ¥4.487 million (fiscal year ended March 2026) |
| Net Income of the Subject Company | ¥3.542 million (fiscal year ended March 2026) |
| Net Assets of the Subject Company | ¥29.352 million (fiscal year ended March 2026) |
| Acquisition price | No shares or other consideration will be allocated or delivered |
| Type of Consideration | No consideration (no shares or other consideration will be allotted or delivered) |
| Voting rights ownership percentage | Before 100.0% (shareholding structure of サンワ分析センター株式会社 as of 31 March 2026) (after not disclosed) |
| Impact on Business Performance | As this company split is an absorption-type company split involving the company and its consolidated subsidiary, its impact on consolidated results will be immaterial. |
| Date of board resolution | 13 November 2026 |
| Contract Date | To be determined (an announcement will be made promptly once finalized) |
| Execution Date / Effective Date | 1 April 2027 (effective date) |
| Conditions Precedent to Execution | This company split qualifies as both a simplified absorption-type company split and a short-form absorption-type company split, and shareholder approval of the absorption-type company split agreement will not be sought in either case. |
| Management structure after acquisition | A name change is planned for the successor company, サンワ分析センター株式会社, but the new name has not been finalized. There will be no changes to the names, locations, titles or names of representatives, business activities, stated capital or fiscal year-end of the company or サンワリューツー株式会社. Employee treatment: Not disclosed |
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 periodNumber of shares acquiredFunding 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 consolidate at サンワ分析センター株式会社 the company's functions as the prime contractor and sales contact, together with サンワリューツー株式会社's functions for providing transportation, cleaning and other services, thereby improving operational efficiency and pursuing further business growth.
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