Komori
M&A and Subsidiary Changes7004Kanadevia CorporationMachinery

Notice Regarding Change in Consolidated Subsidiary Following Transfer of Shares

カナデビア has decided to transfer all shares of its wholly owned subsidiary, 株式会社ブイテックス, to KITZ CORPORATION. Following completion of the transfer, 株式会社ブイテックス and its 3 wholly owned subsidiaries will no longer be included in カナデビア's consolidated accounts.

Worth reading
58In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Mixed performance
Direction inferred from the company’s description.
Scale
9198
¥ million
Wording
Conditional
How definitive the wording is.

This transaction

Share transfer
CounterpartyKITZ CORPORATION
Disclosing companyKanadevia Corporation
株式会社ブイテックスVoting rights ownership percentageNumber of shares acquired 886,400 shares; number of voting rights: Not disclosed

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.White points represent dates designated as scheduled dates in the document.
Target company

Development and manufacture of industrial special-purpose valves, and manufacture of rupture discs

Location Shinagawa Ward, TokyoShare capital ¥443 millionDate of incorporation 7 May 1949
Net Sales¥9,820 million (fiscal year ended March 2025)
Operating profit¥395 million (fiscal year ended March 2025)
Net income for the current fiscal year¥363 million (fiscal year ended March 2025)
Net assets¥3,270 million (fiscal year ended March 2025)
Consideration and expenses
Acquisition price¥9,198 million (transfer price)
Type of ConsiderationCash
Amount of extraordinary income (loss)Gain on sale of shares in an affiliate of approximately ¥7.3 billion, expected to be recorded as extraordinary income in the first quarter of the fiscal year ending March 2027
Impact on Business Performance

In the separate financial statements, a gain on sale of shares in an affiliate of approximately ¥7.3 billion is expected to be recorded as extraordinary income. The impact on consolidated results is currently under review.

This transaction
ItemDetails
Transaction nameShare transfer
Counterparty nameKITZ CORPORATION
Name of the Subject Company株式会社ブイテックス
Business Description of the Subject CompanyDevelopment and manufacture of industrial special-purpose valves, and manufacture of rupture discs
Location of the Subject CompanyShinagawa Ward, Tokyo
Capital Stock of the Subject Company¥443 million
Date of Establishment of the Subject Company7 May 1949
Net Sales of the Subject Company¥9,820 million (fiscal year ended March 2025)
Operating Profit of the Subject Company¥395 million (fiscal year ended March 2025)
Net Income of the Subject Company¥363 million (fiscal year ended March 2025)
Net Assets of the Subject Company¥3,270 million (fiscal year ended March 2025)
Acquisition price¥9,198 million (transfer price)
Type of ConsiderationCash
Number of shares acquired886,400 shares; number of voting rights: Not disclosed
Voting rights ownership percentageBefore 100% → after 0%
Amount of extraordinary income (loss)Gain on sale of shares in an affiliate of approximately ¥7.3 billion, expected to be recorded as extraordinary income in the first quarter of the fiscal year ending March 2027
Impact on Business PerformanceIn the separate financial statements, a gain on sale of shares in an affiliate of approximately ¥7.3 billion is expected to be recorded as extraordinary income. The impact on consolidated results is currently under review.
Date of board resolution26 March 2026
Contract Date26 March 2026
Execution Date / Effective Date1 June 2026 (予定)
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 periodFunding arrangementsGoodwill amountValuation 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.

As part of its portfolio management, カナデビア is pursuing a strategy of focusing on selected businesses. It determined that KITZ CORPORATION, Japan's leading valve company, is best positioned to support 株式会社ブイテックス's continued growth, strengthen its operating structure and enhance its technological development capabilities over the long term.

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.
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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 Change in Consolidated Subsidiary Following Transfer of Shares | Kanadevia Corporation (7004) timely disclosure | Komori