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M&A and Subsidiary Changes6958CMK CORPORATIONElectrical Equipment and Precision Instruments

Notice Regarding Recognition of Extraordinary Gain (Gain on Extinguishment of Shares Held in Merger) in Connection with the Absorption-Type Merger of a Wholly Owned Subsidiary (Non-Consolidated Financial Results)

As a result of the absorption-type merger of a wholly owned subsidiary on 1 April 2026, the Company recognized a gain on extinguishment of shares in merger of ¥1,287 million as an extraordinary gain in its non-consolidated financial results for the first quarter of the fiscal year ending March 2027. As the gain will be eliminated in the consolidated financial statements, it will have no impact on consolidated results.

Worth reading
21Immaterial
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Direction
Neutral
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Scale
1287
¥ million
Wording
Definitive
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This transaction

Absorption-type merger of a wholly owned subsidiary (simplified merger and abbreviated merger)
Counterparty (target company)シイエムケイ・プロダクツ株式会社
Disclosing companyCMK CORPORATION
Subject of this transaction
Execution Date / Effective Date1 April 2026 (effective date of the merger)
Consideration and expenses
Amount of extraordinary income (loss)Gain on extinguishment of shares in merger: ¥1,287 million (first quarter of the fiscal year ending March 2027, non-consolidated financial results)
Impact on Business Performance

As the gain on extinguishment of shares held in the absorbed subsidiary will be eliminated in the consolidated financial statements, it will have no impact on consolidated results for the fiscal year ending March 2027.

This transaction
ItemDetails
Transaction nameAbsorption-type merger of a wholly owned subsidiary (simplified merger and abbreviated merger)
Counterparty nameシイエムケイ・プロダクツ株式会社
Name of the Subject Companyシイエムケイ・プロダクツ株式会社
Amount of extraordinary income (loss)Gain on extinguishment of shares in merger: ¥1,287 million (first quarter of the fiscal year ending March 2027, non-consolidated financial results)
Impact on Business PerformanceAs the gain on extinguishment of shares held in the absorbed subsidiary will be eliminated in the consolidated financial statements, it will have no impact on consolidated results for the fiscal year ending March 2027.
Execution Date / Effective Date1 April 2026 (effective date of the merger)
Items this document does not state (26)
Business Description of the Subject CompanyLocation of the Subject CompanyCapital Stock of the Subject CompanyDate of Establishment of the Subject CompanyNet 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 priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredVoting rights ownership percentageFunding arrangementsGoodwill amountDate of board resolutionContract DateValuation 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.

The gain was recognized as a gain on extinguishment of shares in merger because a difference arose between the net assets of the subsidiary received through the absorption-type merger and the carrying amount of the subsidiary's shares held by the Company.

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Notice Regarding Recognition of Extraordinary Gain (Gain on Extinguishment of Shares Held in Merger) in Connection with the Absorption-Type Merger of a Wholly Owned Subsidiary (Non-Consolidated Financial Results) | CMK CORPORATION (6958) timely disclosure | Komori