Worth reading
69In focus
Scored from 4 of 5 sectionsDirection
Improvement
Direction inferred from the company’s description.Scale
21.9
Hundreds of millions of yenWording
Conditional
How definitive the wording is.This transaction
Acquisition of shares in this transactionCounterpartyIndividual shareholders (6; names and addresses not disclosed under a confidentiality agreement)
Disclosing companyY.A.C.HOLDINGS CO.,LTD.
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
Manufacture and sale of electrical and optical measuring instruments and other electrical equipment, Real estate leasing and management
Location 2-4-4 Sotokanda, Chiyoda-ku, Tokyo, 4-7-15 Shinmeidai, Hamura, TokyoShare capital ¥55 million, ¥56 millionDate of incorporation 28 June 1955, 28 December 1956
Net Sales¥1,599 million (fiscal year ended September 2025), ¥37 million (fiscal year ended September 2025)
Operating profit¥61 million (fiscal year ended September 2025), ¥7 million (fiscal year ended September 2025)
Net income for the current fiscal year¥51 million (fiscal year ended September 2025), ¥14 million (fiscal year ended September 2025)
Net assets¥1,335 million (fiscal year ended September 2025), ¥1,026 million (fiscal year ended September 2025)
Consideration and expenses
Acquisition priceTotal: ¥2.19 billion
Impact on Business Performance
The impact of this share acquisition on the Company's results of operations and financial position for the fiscal year ending March 2026 is currently under review.
Procedures and assumptions
Valuation methodologyDetermined after taking into consideration the results of financial and legal due diligence conducted by third-party institutions.
Management structure after acquisition三和電気計器 and 三和テスメックス are scheduled to become consolidated subsidiaries from the fiscal year ending March 2026. The remaining 44.3% of 三和電気計器 will be held by 三和テスメックス, while ワイエイシイホールディングス will effectively control the company. Changes to the corporate names, treatment of the representative officers and treatment of employees: not disclosed
| Item | Details |
|---|---|
| Transaction name | Acquisition of shares in this transaction |
| Counterparty name | Individual shareholders (6; names and addresses not disclosed under a confidentiality agreement) |
| Name of the Subject Company | 三和電気計器株式会社, 三和テスメックス株式会社 |
| Business Description of the Subject Company | Manufacture and sale of electrical and optical measuring instruments and other electrical equipment, Real estate leasing and management |
| Location of the Subject Company | 2-4-4 Sotokanda, Chiyoda-ku, Tokyo, 4-7-15 Shinmeidai, Hamura, Tokyo |
| Capital Stock of the Subject Company | ¥55 million, ¥56 million |
| Date of Establishment of the Subject Company | 28 June 1955, 28 December 1956 |
| Net Sales of the Subject Company | ¥1,599 million (fiscal year ended September 2025), ¥37 million (fiscal year ended September 2025) |
| Operating Profit of the Subject Company | ¥61 million (fiscal year ended September 2025), ¥7 million (fiscal year ended September 2025) |
| Net Income of the Subject Company | ¥51 million (fiscal year ended September 2025), ¥14 million (fiscal year ended September 2025) |
| Net Assets of the Subject Company | ¥1,335 million (fiscal year ended September 2025), ¥1,026 million (fiscal year ended September 2025) |
| Acquisition price | Total: ¥2.19 billion |
| Number of shares acquired | 三和電気計器株式会社 61,713 shares (number of voting rights: 61,713) / 三和テスメックス株式会社 112,000 shares (number of voting rights: 112,000) |
| Voting rights ownership percentage | 三和電気計器株式会社 ‐% → 55.3% / 三和テスメックス株式会社 ‐% → 100.0% |
| Impact on Business Performance | The impact of this share acquisition on the Company's results of operations and financial position for the fiscal year ending March 2026 is currently under review. |
| Date of board resolution | 27 March 2026 |
| Contract Date | 27 March 2026 (scheduled) |
| Execution Date / Effective Date | 31 March 2026 (scheduled) |
| Valuation methodology | Determined after taking into consideration the results of financial and legal due diligence conducted by third-party institutions. |
| Management structure after acquisition | 三和電気計器 and 三和テスメックス are scheduled to become consolidated subsidiaries from the fiscal year ending March 2026. The remaining 44.3% of 三和電気計器 will be held by 三和テスメックス, while ワイエイシイホールディングス will effectively control the company. Changes to the corporate names, treatment of the representative officers and treatment of employees: not disclosed |
Items this document does not state (12)
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 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 expand the Group's business as a whole by leveraging 三和電気計器's brand strength and expertise in the retail business, as well as 三和テスメックス's asset base, through integration with the Group's existing businesses.
How to read this page
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