Komori
M&A and Subsidiary Changes5449OSAKA STEEL CO.,LTD.Iron & Steel, Nonferrous Metals

Notice Regarding the Decision to Dissolve a Consolidated Subsidiary and the Recognition of an Extraordinary Loss

Regarding KOS, a consolidated subsidiary in Indonesia, the Company decided, following discussions with its joint venture partner, to dissolve it on the assumption of voluntary liquidation. In connection with this, it recognized extraordinary losses of ¥20 billion on a consolidated basis and ¥23.9 billion on a non-consolidated basis for the fiscal year ending March 2026.

Worth reading
73In focus
Scored from 4 of 5 sections
Direction
Deterioration
Direction inferred from the company’s description.
Scale
200
Hundreds of millions of yen
Wording
Conditional
How definitive the wording is.

This transaction

Dissolution of KOS
CounterpartyPT KRAKATAU STEEL(PERSERO) Tbk
Disclosing companyOSAKA STEEL CO.,LTD.
PT.KRAKATAU OSAKA STEELSubject of this transactionVoting rights ownership percentage Before 86% (after not disclosed)
TimelineThe spacing between the points is proportional to the actual number of days.
Target company

Manufacture and sale of steel products

Location Cilegon City, Banten Province, IndonesiaShare capital US$100 millionDate of incorporation 28 December 2012
Net Sales¥16,537 million (fiscal year ended December 2025)
Operating profitOperating loss of ¥1,489 million (fiscal year ended December 2025)
Net income for the current fiscal yearNet loss of ¥3,074 million (fiscal year ended December 2025)
Net assetsNet assets of negative ¥7,181 million (fiscal year ended December 2025)
Consideration and expenses
Amount of extraordinary income (loss)Extraordinary losses of ¥20 billion on a consolidated basis and ¥23.9 billion on a non-consolidated basis (fiscal year ending March 2026)
Impact on Business Performance

Losses expected to arise in connection with the dissolution of KOS will be recorded as extraordinary losses of ¥20 billion in the consolidated financial statements and ¥23.9 billion in the non-consolidated financial statements for the fiscal year ending March 2026.

Procedures and assumptions
Conditions Precedent to ExecutionFollowing the resolution to dissolve KOS, the necessary procedures will be carried out in accordance with local law, and the liquidation is scheduled to be completed once the related procedures have been completed.
Management structure after acquisitionKOS will be dissolved on the assumption of voluntary liquidation, and the liquidation is scheduled to be completed after the related procedures have been completed.
This transaction
ItemDetails
Transaction nameDissolution of KOS
Counterparty namePT KRAKATAU STEEL(PERSERO) Tbk
Name of the Subject CompanyPT.KRAKATAU OSAKA STEEL
Business Description of the Subject CompanyManufacture and sale of steel products
Location of the Subject CompanyCilegon City, Banten Province, Indonesia
Capital Stock of the Subject CompanyUS$100 million
Date of Establishment of the Subject Company28 December 2012
Net Sales of the Subject Company¥16,537 million (fiscal year ended December 2025)
Operating Profit of the Subject CompanyOperating loss of ¥1,489 million (fiscal year ended December 2025)
Net Income of the Subject CompanyNet loss of ¥3,074 million (fiscal year ended December 2025)
Net Assets of the Subject CompanyNet assets of negative ¥7,181 million (fiscal year ended December 2025)
Voting rights ownership percentageBefore 86% (after not disclosed)
Amount of extraordinary income (loss)Extraordinary losses of ¥20 billion on a consolidated basis and ¥23.9 billion on a non-consolidated basis (fiscal year ending March 2026)
Impact on Business PerformanceLosses expected to arise in connection with the dissolution of KOS will be recorded as extraordinary losses of ¥20 billion in the consolidated financial statements and ¥23.9 billion in the non-consolidated financial statements for the fiscal year ending March 2026.
Date of board resolution12 May 2026
Execution Date / Effective DateA resolution to dissolve KOS is scheduled for December 2026. The specific date for completion of the liquidation has not yet been determined.
Conditions Precedent to ExecutionFollowing the resolution to dissolve KOS, the necessary procedures will be carried out in accordance with local law, and the liquidation is scheduled to be completed once the related procedures have been completed.
Management structure after acquisitionKOS will be dissolved on the assumption of voluntary liquidation, and the liquidation is scheduled to be completed after the related procedures have been completed.
Items this document does not state (14)
Acquisition priceExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredFunding arrangementsGoodwill amountContract DateValuation 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.

Based on the policy to withdraw from the Indonesian business announced on 23 January 2026, the Company held discussions with its joint venture partner, Krakatau, and reached a point where it could proceed with the procedures for dissolving KOS on the assumption of voluntary liquidation.

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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding the Decision to Dissolve a Consolidated Subsidiary and the Recognition of an Extraordinary Loss | OSAKA STEEL CO.,LTD. (5449) timely disclosure | Komori