Worth reading
60In 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
42800
¥ thousands (transfer price)Wording
Definitive
How definitive the wording is.This transaction
This share transferCounterpartyDoi Yuji (土肥 雄治)
Disclosing companyJAPAN POWER FASTENING CO.,LTD.
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.White points represent dates designated as scheduled dates in the document.
Target company
1. Sales, import and export of gas-powered tools and dedicated fastening pins 2. Manufacture, processing, sales, import and export of gas canisters 3. Processing, sales, import and export of construction fastening tools and fasteners
Location 箕面市, Osaka PrefectureShare capital ¥100 millionDate of incorporation 2 October 2023
Net Sales¥22.192 million (fiscal year ended December 2025)
Operating profitOperating loss of ¥14.418 million (fiscal year ended December 2025)
Net income for the current fiscal yearNet loss of ¥14.699 million (fiscal year ended December 2025)
Net assetsNet assets of ¥64.808 million (fiscal year ended December 2025)
Consideration and expenses
Acquisition price¥42.8 million (transfer price)
Type of ConsiderationCash (transfer price)
Impact on Business Performance
The impact on our consolidated results is expected to be minor. No revision has been made to the full-year consolidated earnings forecast for the fiscal year ending December 2026.
Procedures and assumptions
Valuation methodologyDetermined after comprehensively taking into consideration the company's recent performance, financial condition and future performance outlook.
Management structure after acquisitionAs a result of this share transfer, J.J.ツール株式会社 will be excluded from our consolidated accounts, and we plan to move to non-consolidated accounting from the fiscal year ending December 2027. Changes to the corporate name and the treatment of the representative and employees: Not disclosed
| Item | Details |
|---|---|
| Transaction name | This share transfer |
| Counterparty name | Doi Yuji (土肥 雄治) |
| Name of the Subject Company | J.J.ツール株式会社 |
| Business Description of the Subject Company | 1. Sales, import and export of gas-powered tools and dedicated fastening pins 2. Manufacture, processing, sales, import and export of gas canisters 3. Processing, sales, import and export of construction fastening tools and fasteners |
| Location of the Subject Company | 箕面市, Osaka Prefecture |
| Capital Stock of the Subject Company | ¥100 million |
| Date of Establishment of the Subject Company | 2 October 2023 |
| Net Sales of the Subject Company | ¥22.192 million (fiscal year ended December 2025) |
| Operating Profit of the Subject Company | Operating loss of ¥14.418 million (fiscal year ended December 2025) |
| Net Income of the Subject Company | Net loss of ¥14.699 million (fiscal year ended December 2025) |
| Net Assets of the Subject Company | Net assets of ¥64.808 million (fiscal year ended December 2025) |
| Acquisition price | ¥42.8 million (transfer price) |
| Type of Consideration | Cash (transfer price) |
| Number of shares acquired | 750 common shares (number of shares transferred); number of voting rights: Not disclosed |
| Voting rights ownership percentage | Before 75％ → after 0％ |
| Impact on Business Performance | The impact on our consolidated results is expected to be minor. No revision has been made to the full-year consolidated earnings forecast for the fiscal year ending December 2026. |
| Date of board resolution | 12 June 2026 |
| Contract Date | 12 June 2026 |
| Execution Date / Effective Date | 30 June 2026 (予定) |
| Valuation methodology | Determined after comprehensively taking into consideration the company's recent performance, financial condition and future performance outlook. |
| Management structure after acquisition | As a result of this share transfer, J.J.ツール株式会社 will be excluded from our consolidated accounts, and we plan to move to non-consolidated accounting from the fiscal year ending December 2027. Changes to the corporate name and the treatment of the representative and employees: Not disclosed |
Items this document does not state (11)
Expenses other than the acquisition priceMerger 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.J.J.ツール株式会社 has continued to report losses and faces operational challenges going forward, including a shortage of personnel. Accordingly, we will take over the company's tool and pin sales business to use management resources more efficiently and improve performance.
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.
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