Komori
M&A and Subsidiary Changes6465HOSHIZAKI CORPORATIONMachinery

Notice Regarding the Additional Acquisition of Shares in a Consolidated Grandchild Company

Through HSHD, the Company has decided to additionally acquire shares in its consolidated grandchild company, ARICO, increasing the Group’s ownership interest from 51% to 99.616%. This will bring the Group’s control of ARICO close to full control.

Worth reading
38Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Improvement
Direction inferred from the company’s description.
Scale
48.616
Increase in voting rights ownership ratio (percentage points)
Wording
Conditional
How definitive the wording is.

This transaction

Additional acquisition of shares
CounterpartySEAREFICO CORPORATION
Disclosing companyHOSHIZAKI CORPORATION
ASIA REFRIGERATION INDUSTRY JOINT STOCK COMPANYVoting rights ownership percentageNumber of shares acquired 13,530,479 shares (13,530,479 voting rights)

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

Manufacturing and sales of commercial and industrial freezers and food-processing equipment

Location Ho Chi Minh City, VietnamShare capital VND 278,311,200 thousand (¥1,669 million)Date of incorporation October 2007
Impact on Business Performance

In the financial statements for the fiscal year ending December 2026, the difference between non-controlling interests and the acquisition price is expected to result in a decrease in capital surplus, with no impact on the Group’s consolidated income statement.

This transaction
ItemDetails
Transaction nameAdditional acquisition of shares
Counterparty nameSEAREFICO CORPORATION
Name of the Subject CompanyASIA REFRIGERATION INDUSTRY JOINT STOCK COMPANY
Business Description of the Subject CompanyManufacturing and sales of commercial and industrial freezers and food-processing equipment
Location of the Subject CompanyHo Chi Minh City, Vietnam
Capital Stock of the Subject CompanyVND 278,311,200 thousand (¥1,669 million)
Date of Establishment of the Subject CompanyOctober 2007
Number of shares acquired13,530,479 shares (13,530,479 voting rights)
Voting rights ownership percentageBefore 51% → after 99.616%
Impact on Business PerformanceIn the financial statements for the fiscal year ending December 2026, the difference between non-controlling interests and the acquisition price is expected to result in a decrease in capital surplus, with no impact on the Group’s consolidated income statement.
Date of board resolution26 March 2026
Contract Date26 March 2026
Execution Date / Effective DateAround June 2026 (予定)
Items this document does not state (19)
Net Sales of the Subject CompanyOperating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyAcquisition priceExpenses 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)Valuation methodologyIndependent 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.

The purpose is to further strengthen governance, accelerate decision-making and integrate business strategies. The Group also aims to further strengthen its manufacturing base in Vietnam and Southeast Asia and expand its business.

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.
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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Regarding the Additional Acquisition of Shares in a Consolidated Grandchild Company | HOSHIZAKI CORPORATION (6465) timely disclosure | Komori