Komori
M&A and Subsidiary Changes5356MINO CERAMIC CO.,LTD.Construction and Materials

Notice Regarding the Acquisition of Shares in 株式会社アイシー化工 (Making It a Subsidiary)

美濃窯業 has decided to acquire all 56,000 shares of 株式会社アイシー化工 and make it a wholly owned subsidiary with a 100% voting rights ownership ratio. The share acquisition is scheduled to take place on 16 November 2026.

Worth reading
42Recurring
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
100
Voting rights ownership (after the change, %)
Wording
Conditional
How definitive the wording is.

This transaction

Share acquisition under this transaction
CounterpartyMabuchi Kazuto (馬渕 一人)
Disclosing companyMINO CERAMIC CO.,LTD.
株式会社アイシー化工Voting rights ownership percentageNumber of shares acquired 56,000 shares (56,000 voting rights)

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.

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

Processing and sale of ceramic and building-material raw materials, and sale of cast-steel components and other products

Location Mizunami, Gifu PrefectureShare capital ¥28 millionDate of incorporation Established in September 1971
Net Sales¥441 million (fiscal year ended May 2026)
Net assets¥217 million (fiscal year ended May 2026)
Consideration and expenses
Acquisition priceNot disclosed following discussions with the seller, as the seller is an individual
Impact on Business Performance

The impact of this transaction on consolidated results for the current fiscal year will be immaterial

Procedures and assumptions
Valuation methodologyShare valuation and due diligence. Historical operating results and financial condition, as well as future prospects, were used as reference materials
Management structure after acquisitionFollowing the share acquisition, the company's ownership ratio will be 100%, making アイシー化工 a subsidiary. Changes to the corporate name, the representative and the treatment of employees: not disclosed
This transaction
ItemDetails
Transaction nameShare acquisition under this transaction
Counterparty nameMabuchi Kazuto (馬渕 一人)
Name of the Subject Company株式会社アイシー化工
Business Description of the Subject CompanyProcessing and sale of ceramic and building-material raw materials, and sale of cast-steel components and other products
Location of the Subject CompanyMizunami, Gifu Prefecture
Capital Stock of the Subject Company¥28 million
Date of Establishment of the Subject CompanyEstablished in September 1971
Net Sales of the Subject Company¥441 million (fiscal year ended May 2026)
Net Assets of the Subject Company¥217 million (fiscal year ended May 2026)
Acquisition priceNot disclosed following discussions with the seller, as the seller is an individual
Number of shares acquired56,000 shares (56,000 voting rights)
Voting rights ownership percentageBefore 0.0% → after 100.0%
Impact on Business PerformanceThe impact of this transaction on consolidated results for the current fiscal year will be immaterial
Date of board resolution12 November 2026
Contract Date12 November 2026
Execution Date / Effective Date16 November 2026 (scheduled)
Valuation methodologyShare valuation and due diligence. Historical operating results and financial condition, as well as future prospects, were used as reference materials
Management structure after acquisitionFollowing the share acquisition, the company's ownership ratio will be 100%, making アイシー化工 a subsidiary. Changes to the corporate name, the representative and the treatment of employees: not disclosed
Items this document does not state (14)
Operating Profit of the Subject CompanyNet Income of the Subject CompanyExpenses 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 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.

The processing technologies and equipment for ceramic and building-material raw materials held by アイシー化工, as well as its high market share, are highly compatible with the non-refractory materials field that 美濃窯業 aims to develop and strengthen. The company states that, through synergies from making アイシー化工 a subsidiary, it will strengthen and expand its business base and enhance its competitiveness, profitability and growth potential.

How to read this page

This is not the documentKomori reads the disclosure the company filed and writes this summary. Figures are as stated by the company and are not audited.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding the Acquisition of Shares in 株式会社アイシー化工 (Making It a Subsidiary) | MINO CERAMIC CO.,LTD. (5356) timely disclosure | Komori