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Change in specified subsidiaryDisclosing companyCookbiz Co.,Ltd.
Execution Date / Effective Date1 October 2026 (予定)
Target company
Frozen processing of scallops, atka mackerel, mackerel and other seafood, Specified skilled worker placement services and registered support services for food-service and nursing-care operators, Manufacture and sale of food products, including croquettes
Location Hakodate, Hokkaido, Chuo-ku, Tokyo, Hakodate, HokkaidoShare capital ¥30 million, ¥65 million, ¥3,000,000Date of incorporation 3 October 2022, 11 November 2022, 23 April 1992
Net Sales¥993.890 million (fiscal year ended August 2025), ¥124.664 million (fiscal year ended August 2025), ¥240.260 million (fiscal year ended November 2025)
Operating profitOperating loss of ¥150.871 million (fiscal year ended August 2025), ¥5.418 million (fiscal year ended August 2025), ¥51.599 million (fiscal year ended November 2025)
Net income for the current fiscal yearNet loss of ¥137.883 million (fiscal year ended August 2025), Net income of ¥12.009 million (fiscal year ended August 2025), Net income of ¥10.095 million (fiscal year ended November 2025)
Net assetsNet assets of ¥260.203 million (fiscal year ended August 2025), Net assets of ¥76.551 million (fiscal year ended August 2025), Net assets of ¥52.558 million (fiscal year ended November 2025)
Impact on Business Performance
The transaction will have no impact on Cookbiz Co.,Ltd.'s consolidated results.
Procedures and assumptions
Management structure after acquisitionきゅういち株式会社: The representative director and president is Etori Tatsuhiko (餌取達彦). 4 of the Company's officers and employees also serve as officers of the company. ワールドインワーカー株式会社: The representative director and president is Yabuno Kenji (藪ノ賢次). 5 of the Company's officers and employees also serve as officers of the company. マルヒロ太田食品株式会社: The representative director and president is Etori Tatsuhiko (餌取達彦). 3 of the Company's officers and employees also serve as officers of the company. Information on changes to corporate names and employee treatment: Not disclosed.
| Item | Details |
|---|---|
| Transaction name | Change in specified subsidiary |
| Name of the Subject Company | きゅういち株式会社, ワールドインワーカー株式会社, マルヒロ太田食品株式会社 |
| Business Description of the Subject Company | Frozen processing of scallops, atka mackerel, mackerel and other seafood, Specified skilled worker placement services and registered support services for food-service and nursing-care operators, Manufacture and sale of food products, including croquettes |
| Location of the Subject Company | Hakodate, Hokkaido, Chuo-ku, Tokyo, Hakodate, Hokkaido |
| Capital Stock of the Subject Company | ¥30 million, ¥65 million, ¥3,000,000 |
| Date of Establishment of the Subject Company | 3 October 2022, 11 November 2022, 23 April 1992 |
| Net Sales of the Subject Company | ¥993.890 million (fiscal year ended August 2025), ¥124.664 million (fiscal year ended August 2025), ¥240.260 million (fiscal year ended November 2025) |
| Operating Profit of the Subject Company | Operating loss of ¥150.871 million (fiscal year ended August 2025), ¥5.418 million (fiscal year ended August 2025), ¥51.599 million (fiscal year ended November 2025) |
| Net Income of the Subject Company | Net loss of ¥137.883 million (fiscal year ended August 2025), Net income of ¥12.009 million (fiscal year ended August 2025), Net income of ¥10.095 million (fiscal year ended November 2025) |
| Net Assets of the Subject Company | Net assets of ¥260.203 million (fiscal year ended August 2025), Net assets of ¥76.551 million (fiscal year ended August 2025), Net assets of ¥52.558 million (fiscal year ended November 2025) |
| Impact on Business Performance | The transaction will have no impact on Cookbiz Co.,Ltd.'s consolidated results. |
| Execution Date / Effective Date | 1 October 2026 (予定) |
| Management structure after acquisition | きゅういち株式会社: The representative director and president is Etori Tatsuhiko (餌取達彦). 4 of the Company's officers and employees also serve as officers of the company. ワールドインワーカー株式会社: The representative director and president is Yabuno Kenji (藪ノ賢次). 5 of the Company's officers and employees also serve as officers of the company. マルヒロ太田食品株式会社: The representative director and president is Etori Tatsuhiko (餌取達彦). 3 of the Company's officers and employees also serve as officers of the company. Information on changes to corporate names and employee treatment: Not disclosed. |
Items this document does not state (19)
Counterparty nameAcquisition priceExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredVoting rights ownership percentageFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Date of board resolutionContract DateValuation methodologyIndependent 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.Once the capital reductions are completed, the capital of each of the 3 companies will be equivalent to at least 10% of クックビズ株式会社's capital, causing them to qualify as specified subsidiaries.
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