ナガオカ has decided to acquire all shares in 株式会社SKE from Tagawa Seiji (田川 政司) and Tagawa Kohei (田川 幸平), making SKE a consolidated subsidiary. The share transfer is scheduled to take place on 30 September 2026.
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.
Construction, sales, rental and related-materials sales for water treatment facilities, water supply and drainage facilities, and well drilling works, among others
The impact of the transaction on the Company's consolidated results is currently under review. The Company will promptly disclose any matters that should be announced in the future.
| Item | Details |
|---|---|
| Transaction name | Share acquisition (making the company a subsidiary) |
| Counterparty name | Tagawa Seiji (田川 政司), Tagawa Kohei (田川 幸平) |
| Name of the Subject Company | 株式会社SKE |
| Business Description of the Subject Company | Construction, sales, rental and related-materials sales for water treatment facilities, water supply and drainage facilities, and well drilling works, among others |
| Location of the Subject Company | Chikushino, Fukuoka Prefecture |
| Capital Stock of the Subject Company | ¥17 million |
| Date of Establishment of the Subject Company | 5 November 1985 |
| Net Sales of the Subject Company | ¥1,386.616 million (fiscal year ended September 2025) |
| Operating Profit of the Subject Company | ¥180.123 million (fiscal year ended September 2025) |
| Net Income of the Subject Company | ¥131.607 million (fiscal year ended September 2025) |
| Net Assets of the Subject Company | ¥518.496 million (fiscal year ended September 2025) |
| Acquisition price | ¥1,050 million (common shares of 株式会社SKE) |
| Expenses other than the acquisition price | Advisory fees and other costs (approximate): ¥57 million |
| Type of Consideration | Cash |
| Number of shares acquired | 340 shares (number of voting rights: Not disclosed) |
| Voting rights ownership percentage | Before －％ → after 100％ |
| Impact on Business Performance | The impact of the transaction on the Company's consolidated results is currently under review. The Company will promptly disclose any matters that should be announced in the future. |
| Date of board resolution | 10 September 2026 |
| Contract Date | 11 September 2026 (scheduled) |
| Execution Date / Effective Date | 30 September 2026 (scheduled) |
| Management structure after acquisition | SKE is scheduled to become a consolidated subsidiary of ナガオカ. The trade name, representative and treatment of employees are Not disclosed |
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 transaction is intended to expand the business scope and enhance competitiveness in the water treatment field by combining SKE's expertise in the design, rental and maintenance of wastewater treatment facilities with ナガオカ's water treatment technologies and products, while leveraging both companies' customer bases and sales networks. It is also intended to promote SKE's business growth and enhancement of corporate value, as well as ナガオカ's transition into an integrated water treatment company.