Worth reading
46Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Neutral
Direction inferred from the company’s description.Scale
27482
¥ million (fiscal year ending March 2026 net sales of the business division to be transferred)Wording
Conditional
How definitive the wording is.This transaction
This incorporation-type company splitDisclosing companyHEIWA HOLDINGS INC.
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
Development, manufacture and sale of amusement machines
Location Taito-ku, TokyoShare capital ¥100 millionDate of incorporation 1 October 2026 (scheduled)
Net Sales¥27,482 million (fiscal year ended March 2026 actual, business division to be transferred)
Consideration and expenses
Type of ConsiderationShares (the newly established company will issue 2,000 common shares, all of which will be allotted and delivered to the Company)
Impact on Business Performance
The impact of the Company Split on the Company's consolidated results will be immaterial.
Procedures and assumptions
Conditions Precedent to ExecutionAs this is a simplified incorporation-type company split, shareholder approval is not required. The change to the corporate name is conditional on approval of the partial amendments to the Articles of Incorporation at the annual general meeting of shareholders scheduled for 26 June 2026.
Management structure after acquisitionThe Company plans to change its corporate name to 株式会社平和ホールディングス on 1 October 2026 and, as a holding company, formulate group management strategies and oversee and manage each operating company. The representative director and president will be Minei Katsuya (嶺井 勝也). The representative director and president of the newly established company will also be Minei Katsuya (嶺井 勝也). Employee treatment: Not disclosed
| Item | Details |
|---|---|
| Transaction name | This incorporation-type company split |
| Name of the Subject Company | 株式会社平和 (newly established company) |
| Business Description of the Subject Company | Development, manufacture and sale of amusement machines |
| Location of the Subject Company | Taito-ku, Tokyo |
| Capital Stock of the Subject Company | ¥100 million |
| Date of Establishment of the Subject Company | 1 October 2026 (scheduled) |
| Net Sales of the Subject Company | ¥27,482 million (fiscal year ended March 2026 actual, business division to be transferred) |
| Type of Consideration | Shares (the newly established company will issue 2,000 common shares, all of which will be allotted and delivered to the Company) |
| Number of shares acquired | 2,000 shares (number of voting rights: Not disclosed) |
| Voting rights ownership percentage | After 100% (before not disclosed) |
| Impact on Business Performance | The impact of the Company Split on the Company's consolidated results will be immaterial. |
| Date of board resolution | 13 May 2026 |
| Execution Date / Effective Date | 1 October 2026 (scheduled) |
| Conditions Precedent to Execution | As this is a simplified incorporation-type company split, shareholder approval is not required. The change to the corporate name is conditional on approval of the partial amendments to the Articles of Incorporation at the annual general meeting of shareholders scheduled for 26 June 2026. |
| Management structure after acquisition | The Company plans to change its corporate name to 株式会社平和ホールディングス on 1 October 2026 and, as a holding company, formulate group management strategies and oversee and manage each operating company. The representative director and president will be Minei Katsuya (嶺井 勝也). The representative director and president of the newly established company will also be Minei Katsuya (嶺井 勝也). Employee treatment: Not disclosed |
Items this document does not state (17)
Counterparty nameOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyAcquisition priceExpenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Contract DateValuation methodologyIndependent valuation institutionSpecial Committee
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.The purpose is to clarify roles and responsibilities by separating the group's strategic functions from the execution functions of each business. The holding company will be responsible for group strategy and the allocation of management resources, while consolidating common functions to streamline administration and establishing a structure that enables each operating company to develop its business swiftly.
How to read this page
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