Komori
M&A and Subsidiary Changes6745HOCHIKI CORPORATIONElectrical Equipment and Precision Instruments

Notice Regarding a Capital Increase by a Subsidiary and a Change in a Specified Subsidiary

HOCHIKI CORPORATION will make a capital increase of USD 2,600,000 (¥409 million) in its wholly owned subsidiary Hochiki Asia Pacific Pte. Ltd. Following the capital increase, the subsidiary's capital will be USD 2,997,900 (¥449 million), making it a specified subsidiary, while the ownership ratio will remain unchanged at 100%.

Worth reading
42Recurring
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Direction
Neutral
Direction inferred from the company’s description.
Scale
409
¥ million
Wording
Definitive
How definitive the wording is.

This transaction

This capital increase
Counterparty (target company)Hochiki Asia Pacific Pte. Ltd.
Disclosing companyHOCHIKI CORPORATION
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.White points represent dates designated as scheduled dates in the document.
Target company

Sales of fire alarm systems, fire suppression systems and other related products

Location SingaporeShare capital USD 397,900 (¥40 million)Date of incorporation 1 April 2014
Net Sales¥5,029 million (fiscal year ending March 2026)
Operating profit¥587 million (fiscal year ending March 2026)
Net income for the current fiscal year¥409 million (fiscal year ending March 2026)
Net assets¥1,911 million (fiscal year ending March 2026)
Consideration and expenses
Type of ConsiderationCash (capital contribution payment)
Funding arrangementsHOCHIKI CORPORATION will make a capital increase in HAP. Source of funds: Not disclosed.
Impact on Business Performance

The impact of this capital increase on the Company's consolidated results for the fiscal year ending March 2027 will be immaterial.

Procedures and assumptions
Management structure after acquisitionOperations will commence as HAP Taiwan Branch. Following the capital increase, the ownership ratio will be 100% for HOCHIKI CORPORATION (unchanged). Changes to the trade name, representative and employee treatment: Not disclosed.
This transaction
ItemDetails
Transaction nameThis capital increase
Counterparty nameHochiki Asia Pacific Pte. Ltd.
Name of the Subject CompanyHochiki Asia Pacific Pte. Ltd.
Business Description of the Subject CompanySales of fire alarm systems, fire suppression systems and other related products
Location of the Subject CompanySingapore
Capital Stock of the Subject CompanyUSD 397,900 (¥40 million)
Date of Establishment of the Subject Company1 April 2014
Net Sales of the Subject Company¥5,029 million (fiscal year ending March 2026)
Operating Profit of the Subject Company¥587 million (fiscal year ending March 2026)
Net Income of the Subject Company¥409 million (fiscal year ending March 2026)
Net Assets of the Subject Company¥1,911 million (fiscal year ending March 2026)
Type of ConsiderationCash (capital contribution payment)
Voting rights ownership percentageBefore 100% → after 100%
Funding arrangementsHOCHIKI CORPORATION will make a capital increase in HAP. Source of funds: Not disclosed.
Impact on Business PerformanceThe impact of this capital increase on the Company's consolidated results for the fiscal year ending March 2027 will be immaterial.
Date of board resolution9 October 2026
Execution Date / Effective Date13 October 2026 (予定)
Management structure after acquisitionOperations will commence as HAP Taiwan Branch. Following the capital increase, the ownership ratio will be 100% for HOCHIKI CORPORATION (unchanged). Changes to the trade name, representative and employee treatment: Not disclosed.
Items this document does not state (14)
Acquisition priceExpenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredGoodwill amountAmount of extraordinary income (loss)Contract 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.

The purpose is to mutually complement sales resources, including sales personnel and customer information, optimize operations and maximize regional synergies following the organizational restructuring under which the business of the Taiwan Sales Office was transferred to HAP, as well as to expand the business in the market and strengthen the management foundation. The capital increase is also intended to strengthen HAP's business operating structure and enhance its working capital.

How to read this page

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Notice Regarding a Capital Increase by a Subsidiary and a Change in a Specified Subsidiary | HOCHIKI CORPORATION (6745) timely disclosure | Komori