Komori
M&A and Subsidiary Changes6224JRC Co.,Ltd.Machinery

Notice Concerning the Acquisition of Shares by Our Consolidated Subsidiary (Making the Company a Grandchild Subsidiary) and Change in Specified Subsidiary

JRC E&E, a consolidated subsidiary of the Company, will acquire all shares of 株式会社ナンヨートレイディング from individual shareholders, making the company a grandchild company of the Company. Following the acquisition, 株式会社ナンヨートレイディング will also qualify as a specified subsidiary of the Company.

Worth reading
64In focus
Scored from 4 of 5 sections
Direction
Improvement
Direction inferred from the company’s description.
Scale
60000
Shares
Wording
Conditional
How definitive the wording is.

This transaction

This share acquisition
CounterpartyMultiple individuals (names undisclosed)
Disclosing companyJRC Co.,Ltd.
Nanyo Trading Co., Ltd.Voting rights ownership percentageNumber of shares acquired 60,000 shares (number of voting rights: 60,000)

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

Sales, installation and maintenance of specialized pumps for water treatment facilities

Location Bunkyo-ku, TokyoShare capital ¥30 millionDate of incorporation 19 March 1965
Net Sales¥335.206 million (fiscal year ended October 2025)
Operating profit¥70.314 million (fiscal year ended October 2025)
Net income for the current fiscal year¥49.347 million (fiscal year ended October 2025)
Net assets¥495.401 million (fiscal year ended October 2025)
Consideration and expenses
Acquisition priceNot disclosed due to the confidentiality obligations between the parties.
Impact on Business Performance

The impact is currently expected to be immaterial. If disclosure becomes necessary, we will promptly disclose the details.

Procedures and assumptions
Valuation methodologyValuation of the share value using the DCF method by a third-party valuation firm
This transaction
ItemDetails
Transaction nameThis share acquisition
Counterparty nameMultiple individuals (names undisclosed)
Name of the Subject CompanyNanyo Trading Co., Ltd.
Business Description of the Subject CompanySales, installation and maintenance of specialized pumps for water treatment facilities
Location of the Subject CompanyBunkyo-ku, Tokyo
Capital Stock of the Subject Company¥30 million
Date of Establishment of the Subject Company19 March 1965
Net Sales of the Subject Company¥335.206 million (fiscal year ended October 2025)
Operating Profit of the Subject Company¥70.314 million (fiscal year ended October 2025)
Net Income of the Subject Company¥49.347 million (fiscal year ended October 2025)
Net Assets of the Subject Company¥495.401 million (fiscal year ended October 2025)
Acquisition priceNot disclosed due to the confidentiality obligations between the parties.
Number of shares acquired60,000 shares (number of voting rights: 60,000)
Voting rights ownership percentageBefore 0% → after 100%
Impact on Business PerformanceThe impact is currently expected to be immaterial. If disclosure becomes necessary, we will promptly disclose the details.
Date of board resolution14 September 2026
Contract Date14 September 2026
Execution Date / Effective Date1 October 2026 (予定)
Valuation methodologyValuation of the share value using the DCF method by a third-party valuation firm
Items this document does not state (13)
Expenses 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 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.

To enter the night soil treatment facility market, expand order opportunities by combining the Group companies’ technical and service capabilities with ナンヨートレイディング’s customer base and sales and maintenance capabilities, and expand the services offered.

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 Concerning the Acquisition of Shares by Our Consolidated Subsidiary (Making the Company a Grandchild Subsidiary) and Change in Specified Subsidiary | JRC Co.,Ltd. (6224) timely disclosure | Komori