Komori
M&A and Subsidiary Changes5974CHUGOKUKOGYO CO.,LTD.Construction and Materials

Notice Regarding the Acquisition of Shares in Wakayanagi Kasei Kogyo Co., Ltd. (Making It a Wholly Owned Subsidiary)

中国工業 decided to acquire all 2,250 shares of 若柳化成工業株式会社 and make it a wholly owned subsidiary. The share transfer is scheduled for 31 August 2026. The acquisition price is ¥200 million, and advisory fees and other expenses are estimated at ¥35 million.

Worth reading
48Recurring
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
200
¥ million (acquisition price)
Wording
Avoiding a definitive answer
How definitive the wording is.

This transaction

Share acquisition (making the company a wholly owned subsidiary)
Disclosing companyCHUGOKUKOGYO CO.,LTD.
若柳化成工業株式会社Voting rights ownership percentageNumber of shares acquired 2,250 shares (100%); 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

Manufacture and other activities involving feed tanks, feed containers, septic tanks and other products

Location Kurihara, Miyagi PrefectureShare capital ¥34 millionDate of incorporation June 1973
Net Sales¥290 million (fiscal year ended March 2026)
Operating profit¥16 million (fiscal year ended March 2026)
Net income for the current fiscal year¥16 million (fiscal year ended March 2026)
Net assets¥261 million (fiscal year ended March 2026)
Consideration and expenses
Acquisition price¥200 million for the common shares of the target company (including retirement benefits for directors scheduled to retire)
Expenses other than the acquisition priceAdvisory fees and other expenses (estimated): ¥35 million
Type of ConsiderationCash
Impact on Business Performance

The impact on the consolidated earnings forecast for the fiscal year ending March 2027 is expected to be immaterial.

Procedures and assumptions
Valuation methodologyThe price was determined through negotiations with the counterparty to the share acquisition, based on the target company's past performance, current financial condition and future operating plans, as well as financial and tax due diligence and legal due diligence conducted by external organizations.
This transaction
ItemDetails
Transaction nameShare acquisition (making the company a wholly owned subsidiary)
Name of the Subject Company若柳化成工業株式会社
Business Description of the Subject CompanyManufacture and other activities involving feed tanks, feed containers, septic tanks and other products
Location of the Subject CompanyKurihara, Miyagi Prefecture
Capital Stock of the Subject Company¥34 million
Date of Establishment of the Subject CompanyJune 1973
Net Sales of the Subject Company¥290 million (fiscal year ended March 2026)
Operating Profit of the Subject Company¥16 million (fiscal year ended March 2026)
Net Income of the Subject Company¥16 million (fiscal year ended March 2026)
Net Assets of the Subject Company¥261 million (fiscal year ended March 2026)
Acquisition price¥200 million for the common shares of the target company (including retirement benefits for directors scheduled to retire)
Expenses other than the acquisition priceAdvisory fees and other expenses (estimated): ¥35 million
Type of ConsiderationCash
Number of shares acquired2,250 shares (100%); number of voting rights: Not disclosed
Voting rights ownership percentageAfter 100% (before not disclosed)
Impact on Business PerformanceThe impact on the consolidated earnings forecast for the fiscal year ending March 2027 is expected to be immaterial.
Date of board resolution7 August 2026
Contract Date7 August 2026
Execution Date / Effective DateShare transfer date: 31 August 2026 (scheduled)
Valuation methodologyThe price was determined through negotiations with the counterparty to the share acquisition, based on the target company's past performance, current financial condition and future operating plans, as well as financial and tax due diligence and legal due diligence conducted by external organizations.
Items this document does not state (12)
Counterparty nameMerger 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 ExecutionManagement structure after acquisition

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.

中国工業 has received a stable supply of high-quality materials from 若柳化成工業株式会社 for many years and intends to further improve services and efficiency through the acquisition of its shares.

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 Wakayanagi Kasei Kogyo Co., Ltd. (Making It a Wholly Owned Subsidiary) | CHUGOKUKOGYO CO.,LTD. (5974) timely disclosure | Komori