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M&A and Subsidiary Changes4258AMIYA CorporationInformation and Communications, Services and Others

Notice Concerning the Acquisition of Shares in 株式会社アンペール (Making It a Subsidiary) and the Launch of a New Business

AMIYA Corporation acquired 97.84% of the shares in 株式会社アンペール, making it a consolidated subsidiary, and launched a new Industrial Security business engaged in the manufacture and sale of network equipment.

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
540
¥ millions (total, approximate amount)
Wording
Conditional
How definitive the wording is.

This transaction

Acquisition of Shares in 株式会社アンペール, Making It a Subsidiary
CounterpartySeki Takakazu (関 孝和)
Disclosing companyAMIYA Corporation
株式会社アンペールVoting rights ownership percentageNumber of shares acquired 294,300 shares (number of voting rights: Not disclosed)

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.The percentage before the change is not stated in this document.

TimelineThe spacing between the points is proportional to the actual number of days.
Target company

Development, manufacture and sale of applied computer equipment, peripheral equipment and devices, including hardware and software

Location Shinjuku-ku, TokyoShare capital ¥100 millionDate of incorporation 7 October 1971
Net Sales¥1,886 million (fiscal year ended September 2025)
Operating profit¥137 million (fiscal year ended September 2025)
Net income for the current fiscal year¥126 million (fiscal year ended September 2025)
Net assets¥546 million (fiscal year ended September 2025)
Consideration and expenses
Acquisition price¥538 million (common shares of 株式会社アンペール)
Expenses other than the acquisition priceAdvisory fees and other expenses (approximate amount): ¥2 million
Impact on Business Performance

The company will be consolidated on the balance sheet from the second quarter of the current fiscal year, while its income statement will be reflected from the fourth quarter. The impact on AMIYA Corporation's consolidated results for the fiscal year ending December 2026 is currently under review and is expected to be immaterial at this time.

Procedures and assumptions
Management structure after acquisitionThe new Industrial Security business will be handled by 株式会社アンペール, which will become a subsidiary. Changes to the corporate name, changes to the representative, and employee treatment: Not disclosed
This transaction
ItemDetails
Transaction nameAcquisition of Shares in 株式会社アンペール, Making It a Subsidiary
Counterparty nameSeki Takakazu (関 孝和)
Name of the Subject Company株式会社アンペール
Business Description of the Subject CompanyDevelopment, manufacture and sale of applied computer equipment, peripheral equipment and devices, including hardware and software
Location of the Subject CompanyShinjuku-ku, Tokyo
Capital Stock of the Subject Company¥100 million
Date of Establishment of the Subject Company7 October 1971
Net Sales of the Subject Company¥1,886 million (fiscal year ended September 2025)
Operating Profit of the Subject Company¥137 million (fiscal year ended September 2025)
Net Income of the Subject Company¥126 million (fiscal year ended September 2025)
Net Assets of the Subject Company¥546 million (fiscal year ended September 2025)
Acquisition price¥538 million (common shares of 株式会社アンペール)
Expenses other than the acquisition priceAdvisory fees and other expenses (approximate amount): ¥2 million
Number of shares acquired294,300 shares (number of voting rights: Not disclosed)
Voting rights ownership percentageAfter 97.84% (before not disclosed)
Impact on Business PerformanceThe company will be consolidated on the balance sheet from the second quarter of the current fiscal year, while its income statement will be reflected from the fourth quarter. The impact on AMIYA Corporation's consolidated results for the fiscal year ending December 2026 is currently under review and is expected to be immaterial at this time.
Date of board resolution13 May 2026
Contract Date13 May 2026
Execution Date / Effective Date14 May 2026 (scheduled)
Management structure after acquisitionThe new Industrial Security business will be handled by 株式会社アンペール, which will become a subsidiary. Changes to the corporate name, changes to the representative, and employee treatment: Not disclosed
Items this document does not state (12)
Type 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 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 address higher procurement costs resulting from rising prices and the weaker yen associated with overseas procurement of routers, as well as procurement delays caused by external factors, AMIYA Corporation aims to reduce procurement costs for communications equipment and ensure a stable supply by making 株式会社アンペール a subsidiary.

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Notice Concerning the Acquisition of Shares in 株式会社アンペール (Making It a Subsidiary) and the Launch of a New Business | AMIYA Corporation (4258) timely disclosure | Komori