Komori
M&A and Subsidiary Changes6390KATO WORKS CO.,LTD.Machinery

Notice Regarding the Transfer of Equity Interests in a Consolidated Subsidiary

The Company will transfer its entire 100% equity interest in its Chinese consolidated subsidiary, 加藤中駿(厦門)建機有限公司, to a privately owned company in China. Accordingly, its equity interest will decrease from 100% to 0%, and the planned dissolution and liquidation will be cancelled.

Worth reading
55In focus
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Direction
Neutral
Direction inferred from the company’s description.
Scale
100
Percentage of equity interests transferred (%)
Wording
Conditional
How definitive the wording is.

This transaction

Transfer of equity interest
Disclosing companyKATO WORKS CO.,LTD.
加藤中駿(厦門)建機有限公司Voting rights ownership percentage

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.
Target company

Manufacture and sale of products and parts, including hydraulic excavators

Location Jimei District, Xiamen, Fujian Province, ChinaShare capital RMB 30 millionDate of incorporation 22 October 2004
Net Sales¥625 million (fiscal year ended December 2025)
Operating profit¥143 million (fiscal year ended December 2025)
Net income for the current fiscal year¥104 million (fiscal year ended December 2025)
Net assets¥429 million (fiscal year ended December 2025)
Consideration and expenses
Acquisition priceNot disclosed pursuant to the confidentiality agreement
Amount of extraordinary income (loss)A gain on the transfer of equity interests is expected, but the amount and quarter of recognition are not disclosed
Impact on Business Performance

The gain on the transfer of equity interests has not been incorporated into the earnings forecast for the fiscal year ending March 2027. If the accounting treatment in the consolidated financial statements is finalized and it is determined that the forecast needs to be revised, the Company will make a timely disclosure.

Procedures and assumptions
Valuation methodologyDetermined through consultation and agreement between the parties (the specific valuation method is not disclosed)
Management structure after acquisitionThe management structure following the acquisition of the target company is not disclosed. Even after the operations of the 2 Chinese consolidated subsidiaries end, the Company will continue supporting local customers and its suppliers from its liaison offices in Kunshan and Xiamen, and will maintain a similar structure for the time being.
This transaction
ItemDetails
Transaction nameTransfer of equity interest
Name of the Subject Company加藤中駿(厦門)建機有限公司
Business Description of the Subject CompanyManufacture and sale of products and parts, including hydraulic excavators
Location of the Subject CompanyJimei District, Xiamen, Fujian Province, China
Capital Stock of the Subject CompanyRMB 30 million
Date of Establishment of the Subject Company22 October 2004
Net Sales of the Subject Company¥625 million (fiscal year ended December 2025)
Operating Profit of the Subject Company¥143 million (fiscal year ended December 2025)
Net Income of the Subject Company¥104 million (fiscal year ended December 2025)
Net Assets of the Subject Company¥429 million (fiscal year ended December 2025)
Acquisition priceNot disclosed pursuant to the confidentiality agreement
Voting rights ownership percentageBefore 100% → after 0%
Amount of extraordinary income (loss)A gain on the transfer of equity interests is expected, but the amount and quarter of recognition are not disclosed
Impact on Business PerformanceThe gain on the transfer of equity interests has not been incorporated into the earnings forecast for the fiscal year ending March 2027. If the accounting treatment in the consolidated financial statements is finalized and it is determined that the forecast needs to be revised, the Company will make a timely disclosure.
Date of board resolution10 July 2026
Execution Date / Effective DateOctober 2026 (scheduled)
Valuation methodologyDetermined through consultation and agreement between the parties (the specific valuation method is not disclosed)
Management structure after acquisitionThe management structure following the acquisition of the target company is not disclosed. Even after the operations of the 2 Chinese consolidated subsidiaries end, the Company will continue supporting local customers and its suppliers from its liaison offices in Kunshan and Xiamen, and will maintain a similar structure for the time being.
Items this document does not state (14)
Counterparty nameExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredFunding arrangementsGoodwill amountContract DateIndependent 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.

After resolving to dissolve and liquidate the subsidiary, the Company was considering how to dispose of its assets. It reached agreement on the terms with a Chinese company that was considering acquiring the subsidiary, and therefore will cancel the dissolution and liquidation and transfer its equity interest.

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 Transfer of Equity Interests in a Consolidated Subsidiary | KATO WORKS CO.,LTD. (6390) timely disclosure | Komori