Worth reading
49Recurring
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
2865
¥ millions (revenue of the business to be spun off for the fiscal year ended March 2025)Wording
Conditional
How definitive the wording is.This transaction
Company Split (Absorption-Type Company Split) and Business Transfer of the Information Equipment BusinessCounterparty株式会社朋栄
Disclosing companyTAMURA CORPORATION
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
Development, manufacture and sale of information equipment, including audio equipment (sound mixers) for broadcasters and theaters, communications equipment (wireless intercom systems), and voice microphones for trains and stations, Manufacture and sale of audio equipment (sound mixers) for broadcasters and theaters, communications equipment (wireless intercom systems), voice microphones for trains and stations, disaster prevention and security equipment, and equipment for industrial machinery
Location Ebisu, Shibuya-ku, Tokyo (予定), Aizumisato-machi, Onuma-gun, Fukushima PrefectureShare capital ¥20 million (予定), ¥95 million (as of 31 March 2026)Date of incorporation Around April 2026, 18 November 1987
Net Sales¥2,865 million (fiscal year ended March 2025; business to be spun off)
Consideration and expenses
Acquisition priceUndisclosed following discussions between the parties
Type of ConsiderationCash (business transfer; transfer price undisclosed) / No shares or other monetary consideration will be allotted or delivered in the company split
Impact on Business Performance
The impact of the transaction on the Company's consolidated results is currently being examined. The Company will promptly disclose any matters requiring disclosure.
Procedures and assumptions
Valuation methodologyDiscussions between the parties
Conditions Precedent to ExecutionAs the company split qualifies as a simplified absorption-type company split under Article 784, Paragraph 2 of the Companies Act, it is scheduled to be carried out without obtaining approval at a shareholders' meeting.
Management structure after acquisitionThe new company's corporate name will be Tamu Radiance Co., Ltd. (予定), and its representative director and president will be Ishida Kazuyoshi (石田 和好) (予定). After its planned corporate name change, 株式会社会津タムラ製作所 will become Tamu Radiance Aizu Co., Ltd. (予定), and its representative director and president will be Kasama Hisatsugu (笠間 寿次). Both companies will operate under the 朋栄 Group. Employee treatment: not disclosed
| Item | Details |
|---|---|
| Transaction name | Company Split (Absorption-Type Company Split) and Business Transfer of the Information Equipment Business |
| Counterparty name | 株式会社朋栄 |
| Name of the Subject Company | Tamu Radiance Co., Ltd. (予定), 株式会社会津タムラ製作所 |
| Business Description of the Subject Company | Development, manufacture and sale of information equipment, including audio equipment (sound mixers) for broadcasters and theaters, communications equipment (wireless intercom systems), and voice microphones for trains and stations, Manufacture and sale of audio equipment (sound mixers) for broadcasters and theaters, communications equipment (wireless intercom systems), voice microphones for trains and stations, disaster prevention and security equipment, and equipment for industrial machinery |
| Location of the Subject Company | Ebisu, Shibuya-ku, Tokyo (予定), Aizumisato-machi, Onuma-gun, Fukushima Prefecture |
| Capital Stock of the Subject Company | ¥20 million (予定), ¥95 million (as of 31 March 2026) |
| Date of Establishment of the Subject Company | Around April 2026, 18 November 1987 |
| Net Sales of the Subject Company | ¥2,865 million (fiscal year ended March 2025; business to be spun off) |
| Acquisition price | Undisclosed following discussions between the parties |
| Type of Consideration | Cash (business transfer; transfer price undisclosed) / No shares or other monetary consideration will be allotted or delivered in the company split |
| Number of shares acquired | Tamu Radiance Co., Ltd.: 400 shares (予定); 株式会社会津タムラ製作所: 1,900 shares. Number of voting rights: not stated |
| Voting rights ownership percentage | Before 100% (new company and 株式会社会津タムラ製作所) → after not disclosed (after the transfer of all shares) |
| Impact on Business Performance | The impact of the transaction on the Company's consolidated results is currently being examined. The Company will promptly disclose any matters requiring disclosure. |
| Date of board resolution | 8 April 2026 |
| Contract Date | Share transfer agreement: 8 April 2026. Absorption-type company split agreement: around July 2026 |
| Execution Date / Effective Date | 1 October 2026 (scheduled) |
| Valuation methodology | Discussions between the parties |
| Conditions Precedent to Execution | As the company split qualifies as a simplified absorption-type company split under Article 784, Paragraph 2 of the Companies Act, it is scheduled to be carried out without obtaining approval at a shareholders' meeting. |
| Management structure after acquisition | The new company's corporate name will be Tamu Radiance Co., Ltd. (予定), and its representative director and president will be Ishida Kazuyoshi (石田 和好) (予定). After its planned corporate name change, 株式会社会津タムラ製作所 will become Tamu Radiance Aizu Co., Ltd. (予定), and its representative director and president will be Kasama Hisatsugu (笠間 寿次). Both companies will operate under the 朋栄 Group. Employee treatment: not disclosed |
Items this document does not state (13)
Operating Profit of the Subject CompanyNet Income of the Subject CompanyNet Assets of the Subject CompanyExpenses 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)Independent 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 Company will review its business portfolio in line with its medium-term management plan and concentrate its management resources on next-generation power electronics and clean energy-related markets. With respect to the information equipment business and Aizu Tamura Manufacturing Co., Ltd., the Company states that, under the 朋栄 Group, their technological capabilities in the audio and wireless fields will be used to enhance the value they provide to the broadcasting and social infrastructure sectors.
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