Worth reading
65In focus
Scored from 4 of 5 sectionsDirection
Neutral
Direction inferred from the company’s description.Scale
2175
¥ million (revenue of the business subject to the split for the fiscal year ended March 2025)Wording
Conditional
How definitive the wording is.This transaction
This company splitCounterpartySONOCOM CO.,LTD.
Disclosing companyMaxell,Ltd.
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.
Target company
Manufacture and sale of precision electroforming products
Location Fukuchi, Tagawa District, Fukuoka PrefectureShare capital ¥10 millionDate of incorporation 17 April 2026
Consideration and expenses
Type of ConsiderationNo consideration (no shares or other consideration will be allotted or delivered in connection with this company split)
Impact on Business Performance
The impact on consolidated results for the fiscal year ending March 2027 will be immaterial
Procedures and assumptions
Conditions Precedent to ExecutionAs this qualifies as a simplified absorption-type company split under Article 784, Paragraph 2 of the Companies Act, it is scheduled to proceed without obtaining approval at a shareholders' meeting
Management structure after acquisitionFollowing this company split, there will be no changes to the name, location, title or name of the representative, business activities, capital, or fiscal year-end of マクセル. The representative director of the successor company will be Kunimasu Toshio (國増俊男). Employee treatment: not disclosed
| Item | Details |
|---|---|
| Transaction name | This company split |
| Counterparty name | SONOCOM CO.,LTD. |
| Name of the Subject Company | 株式会社ノア |
| Business Description of the Subject Company | Manufacture and sale of precision electroforming products |
| Location of the Subject Company | Fukuchi, Tagawa District, Fukuoka Prefecture |
| Capital Stock of the Subject Company | ¥10 million |
| Date of Establishment of the Subject Company | 17 April 2026 |
| Type of Consideration | No consideration (no shares or other consideration will be allotted or delivered in connection with this company split) |
| Voting rights ownership percentage | Before 100％ → after 100％ |
| Impact on Business Performance | The impact on consolidated results for the fiscal year ending March 2027 will be immaterial |
| Date of board resolution | 27 April 2026 |
| Contract Date | 27 April 2026 |
| Execution Date / Effective Date | 1 July 2026 (scheduled) |
| Conditions Precedent to Execution | As this qualifies as a simplified absorption-type company split under Article 784, Paragraph 2 of the Companies Act, it is scheduled to proceed without obtaining approval at a shareholders' meeting |
| Management structure after acquisition | Following this company split, there will be no changes to the name, location, title or name of the representative, business activities, capital, or fiscal year-end of マクセル. The representative director of the successor company will be Kunimasu Toshio (國増俊男). Employee treatment: not disclosed |
Items this document does not state (17)
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 priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation 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 transfer this business by transferring 100% of the shares in the new company to SONOCOM CO.,LTD.
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.
Weight is not a verdictIt measures how much this changes what the company had already told the market. It is not a view on the shares.
Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.