Komori
M&A and Subsidiary Changes6981Murata Manufacturing Co.,Ltd.Electrical Equipment and Precision Instruments

Notice Concerning the Absorption-Type Merger of a Wholly Owned Subsidiary and Closure of a Business Location

We will merge our wholly owned subsidiary, Saitama Murata Manufacturing Co., Ltd., into the Company through an absorption-type merger and dissolve the subsidiary. In addition, we will close its business sites and transfer functions including product development to Murata Manufacturing Co., Ltd.'s head office and business sites.

Worth reading
45Recurring
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
—
Displayed only when the document provides numerical figures.
Wording
Definitive
How definitive the wording is.

This transaction

This merger (absorption-type merger of a wholly owned subsidiary)
Counterparty (target company)Saitama Murata Manufacturing Co., Ltd.
Disclosing companyMurata Manufacturing Co.,Ltd.
Subject of this transactionVoting rights ownership percentage Before 100% (after not disclosed)
TimelineThe spacing between the points is proportional to the actual number of days.
Target company

Component development

Location Tsurugashima, Saitama PrefectureShare capital ¥100 millionDate of incorporation 9 August 1955
Net Sales¥3,092 million (fiscal year ending March 2026)
Operating profit¥143 million (fiscal year ending March 2026)
Net income for the current fiscal year¥414 million (fiscal year ending March 2026)
Net assets¥28,529 million (fiscal year ending March 2026)
Consideration and expenses
Acquisition priceNo consideration will be paid
Type of ConsiderationNo consideration will be paid
Impact on Business Performance

The impact on our consolidated results will be immaterial

Procedures and assumptions
Conditions Precedent to ExecutionApproval of the merger agreement at a general meeting of shareholders (scheduled for 28 June 2027). However, Saitama Murata Manufacturing Co., Ltd. will not hold a general meeting of shareholders because the merger will be conducted as a simplified merger pursuant to Article 784, Paragraph 1 of the Companies Act.
Management structure after acquisitionThe merger will not result in any changes to the Company's corporate name, location, representative's title or name, business activities, capital or fiscal year-end. Saitama Murata Manufacturing Co., Ltd. will close as of 31 May 2027, and the functions including product development performed by that business site will be transferred to the Company's head office and business sites.
This transaction
ItemDetails
Transaction nameThis merger (absorption-type merger of a wholly owned subsidiary)
Counterparty nameSaitama Murata Manufacturing Co., Ltd.
Name of the Subject CompanySaitama Murata Manufacturing Co., Ltd.
Business Description of the Subject CompanyComponent development
Location of the Subject CompanyTsurugashima, Saitama Prefecture
Capital Stock of the Subject Company¥100 million
Date of Establishment of the Subject Company9 August 1955
Net Sales of the Subject Company¥3,092 million (fiscal year ending March 2026)
Operating Profit of the Subject Company¥143 million (fiscal year ending March 2026)
Net Income of the Subject Company¥414 million (fiscal year ending March 2026)
Net Assets of the Subject Company¥28,529 million (fiscal year ending March 2026)
Acquisition priceNo consideration will be paid
Type of ConsiderationNo consideration will be paid
Voting rights ownership percentageBefore 100% (after not disclosed)
Impact on Business PerformanceThe impact on our consolidated results will be immaterial
Date of board resolution1 October 2026
Contract Date1 October 2026
Execution Date / Effective Date1 July 2027 (scheduled)
Conditions Precedent to ExecutionApproval of the merger agreement at a general meeting of shareholders (scheduled for 28 June 2027). However, Saitama Murata Manufacturing Co., Ltd. will not hold a general meeting of shareholders because the merger will be conducted as a simplified merger pursuant to Article 784, Paragraph 1 of the Companies Act.
Management structure after acquisitionThe merger will not result in any changes to the Company's corporate name, location, representative's title or name, business activities, capital or fiscal year-end. Saitama Murata Manufacturing Co., Ltd. will close as of 31 May 2027, and the functions including product development performed by that business site will be transferred to the Company's head office and business sites.
Items this document does not state (12)
Expenses 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.

To integrate the functions of Saitama Murata Manufacturing Co., Ltd. into the Company, consolidate management resources and improve management efficiency.

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.
Notice Concerning the Absorption-Type Merger of a Wholly Owned Subsidiary and Closure of a Business Location | Murata Manufacturing Co.,Ltd. (6981) timely disclosure | Komori