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M&A and Subsidiary Changes6927Helios Techno Holding Co.,Ltd.Electrical and Precision Instruments

Notice Regarding the Acquisition of Shares in 丸仲商事株式会社 (Making It a Subsidiary)

Helios Tech Holdings entered into an agreement to acquire all 2,217 issued shares of Marunakashozi from its existing corporate and individual shareholders, making Marunakashozi a wholly owned subsidiary. The acquisition price is ¥5,013 million, and the share transfer is scheduled to take place on 1 December 2026.

Worth reading
51Recurring
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
5125
¥ million (approximate total amount)
Wording
Conditional
How definitive the wording is.

This transaction

Acquisition of the shares in question
CounterpartyNot disclosed (corporate existing shareholder of the company), Not disclosed (individual existing shareholder of the company)
Disclosing companyHelios Techno Holding Co.,Ltd.
Marunakashozi Co., Ltd.Voting rights ownership percentageNumber of shares acquired 2,217 shares (voting rights ownership: 100%; number of voting rights not stated)

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 production equipment, primarily woodworking equipment and FA (factory automation) equipment

Location Aoi-ku, Shizuoka City, Shizuoka PrefectureShare capital ¥28 millionDate of incorporation 29 March 2021
Net Sales¥2,603 million (fiscal year ending March 2026)
Operating profit¥476 million (fiscal year ending March 2026)
Net income for the current fiscal year¥282 million (fiscal year ending March 2026)
Net assets¥1,557 million (fiscal year ending March 2026)
Consideration and expenses
Acquisition priceAcquisition price: ¥5,013 million
Expenses other than the acquisition priceAdvisory and other expenses: ¥112 million (estimated)
Impact on Business Performance

The impact of this share acquisition on consolidated results is currently under review.

This transaction
ItemDetails
Transaction nameAcquisition of the shares in question
Counterparty nameNot disclosed (corporate existing shareholder of the company), Not disclosed (individual existing shareholder of the company)
Name of the Subject CompanyMarunakashozi Co., Ltd.
Business Description of the Subject CompanyManufacture and sale of production equipment, primarily woodworking equipment and FA (factory automation) equipment
Location of the Subject CompanyAoi-ku, Shizuoka City, Shizuoka Prefecture
Capital Stock of the Subject Company¥28 million
Date of Establishment of the Subject Company29 March 2021
Net Sales of the Subject Company¥2,603 million (fiscal year ending March 2026)
Operating Profit of the Subject Company¥476 million (fiscal year ending March 2026)
Net Income of the Subject Company¥282 million (fiscal year ending March 2026)
Net Assets of the Subject Company¥1,557 million (fiscal year ending March 2026)
Acquisition priceAcquisition price: ¥5,013 million
Expenses other than the acquisition priceAdvisory and other expenses: ¥112 million (estimated)
Number of shares acquired2,217 shares (voting rights ownership: 100%; number of voting rights not stated)
Voting rights ownership percentageBefore 0% → after 100%
Impact on Business PerformanceThe impact of this share acquisition on consolidated results is currently under review.
Date of board resolution6 November 2026
Contract Date6 November 2026
Execution Date / Effective Date1 December 2026 (scheduled)
Items this document does not state (13)
Type 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.

To diversify the business portfolio and further stabilize the management base, while achieving sustainable growth and enhancing corporate value by making reciprocal and cross-functional use of Marunakashozi's know-how in manufacturing custom-built production equipment and FA equipment, together with the Group's production equipment technologies.

How to read this page

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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 Acquisition of Shares in 丸仲商事株式会社 (Making It a Subsidiary) | Helios Techno Holding Co.,Ltd. (6927) timely disclosure | Komori