Worth reading
62In 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
872
¥ million (approximate)Wording
Avoiding a definitive answer
How definitive the wording is.This transaction
Acquisition of shares (making the company a subsidiary)Counterparty七十七 Partners No. 1 Investment Limited Partnership
Disclosing companySTG CO.,LTD.
The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.
Date of board resolution28 August 2026
Contract Date28 August 2026 (scheduled)
Execution Date / Effective Date28 August 2026 (scheduled)
Target company
Precision plastic molding and processing; mold design and manufacturing
Location Osaki, Miyagi PrefectureShare capital ¥201 millionDate of incorporation 15 December 2022
Net Sales¥800 million (fiscal year ended August 2025)
Operating profit¥114 million (fiscal year ended August 2025)
Net income for the current fiscal year¥73 million (fiscal year ended August 2025)
Net assets¥521 million (fiscal year ended August 2025)
Consideration and expenses
Acquisition priceCommon shares of 折居技研: ¥822 million (approximate)
Expenses other than the acquisition priceAdvisory fees and other expenses: ¥50 million (approximate)
Type of ConsiderationCash (amount stated as the acquisition price; no allocation of shares as consideration is described)
Impact on Business Performance
The impact on consolidated results for the current fiscal year is currently under review, but the Company has determined that no revision to its currently published earnings forecast is necessary at this time. If it becomes necessary to revise the earnings forecast in the future, the Company will make a timely disclosure as soon as the details are known.
Procedures and assumptions
Management structure after acquisitionFollowing the acquisition of the subsidiary, the Company will maintain and strengthen 折居技研's technologies, employment and operating bases while combining its precision plastic molding and mold-making technologies with the Group's lightweight processing technologies centered on magnesium and aluminum alloys. The Company will pursue business development by cultivating new customers, cross-selling to existing customers and utilizing overseas production bases.
| Item | Details |
|---|---|
| Transaction name | Acquisition of shares (making the company a subsidiary) |
| Counterparty name | 七十七 Partners No. 1 Investment Limited Partnership |
| Name of the Subject Company | 株式会社折居技研 |
| Business Description of the Subject Company | Precision plastic molding and processing; mold design and manufacturing |
| Location of the Subject Company | Osaki, Miyagi Prefecture |
| Capital Stock of the Subject Company | ¥201 million |
| Date of Establishment of the Subject Company | 15 December 2022 |
| Net Sales of the Subject Company | ¥800 million (fiscal year ended August 2025) |
| Operating Profit of the Subject Company | ¥114 million (fiscal year ended August 2025) |
| Net Income of the Subject Company | ¥73 million (fiscal year ended August 2025) |
| Net Assets of the Subject Company | ¥521 million (fiscal year ended August 2025) |
| Acquisition price | Common shares of 折居技研: ¥822 million (approximate) |
| Expenses other than the acquisition price | Advisory fees and other expenses: ¥50 million (approximate) |
| Type of Consideration | Cash (amount stated as the acquisition price; no allocation of shares as consideration is described) |
| Number of shares acquired | 8,020 shares (number of voting rights not stated) |
| Voting rights ownership percentage | Before 0% → after 100% |
| Impact on Business Performance | The impact on consolidated results for the current fiscal year is currently under review, but the Company has determined that no revision to its currently published earnings forecast is necessary at this time. If it becomes necessary to revise the earnings forecast in the future, the Company will make a timely disclosure as soon as the details are known. |
| Date of board resolution | 28 August 2026 |
| Contract Date | 28 August 2026 (scheduled) |
| Execution Date / Effective Date | 28 August 2026 (scheduled) |
| Management structure after acquisition | Following the acquisition of the subsidiary, the Company will maintain and strengthen 折居技研's technologies, employment and operating bases while combining its precision plastic molding and mold-making technologies with the Group's lightweight processing technologies centered on magnesium and aluminum alloys. The Company will pursue business development by cultivating new customers, cross-selling to existing customers and utilizing overseas production bases. |
Items this document does not state (11)
Merger 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 bring 折居技研's precision plastic molding and mold-making technologies, personnel and customer base into the Group and combine them with STG's lightweight processing technologies, thereby expanding its product lineup and business scope. In addition, to maintain and strengthen 折居技研's technologies, employment and operating bases and lead to business succession and sustainable growth.
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