Komori
M&A and Subsidiary Changes7058Kyoei Security Service Co.,Ltd.Information and Communications, Services and Others

Notice Concerning a Change in a Specified Subsidiary Resulting from the Merger of Consolidated Subsidiaries

株式会社KSS, our wholly owned consolidated subsidiary, will absorb and merge with 株式会社ネオ・アメニティーサービス, also a wholly owned consolidated subsidiary. 株式会社ネオ・アメニティーサービス will be dissolved, and 株式会社KSS will be the surviving company effective 1 July 2026.

Worth reading
39Recurring
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
Counterparty株式会社KSS, 株式会社ネオ・アメニティーサービス
Disclosing companyKyoei Security Service Co.,Ltd.
株式会社KSS (surviving company), 株式会社ネオ・アメニティーサービス (dissolved company)Voting rights ownership percentage

The voting-rights ratio is the share of the votes exercisable at a shareholders’ meeting that will be held after this transaction.

Execution Date / Effective Date1 July 2026 (effective date of the merger)
Target company

Security services, Security services

Location Tokorozawa, Saitama Prefecture, Chuo-ku, Chiba, Chiba PrefectureShare capital ¥10 million, ¥10 millionDate of incorporation 5 February 1988, 12 June 2003
Consideration and expenses
Type of ConsiderationNo consideration (the merger is between wholly owned consolidated subsidiaries, and no new shares will be issued in connection with the merger)
Impact on Business Performance

The impact on the Company's consolidated results will be immaterial.

Procedures and assumptions
Management structure after acquisitionThe company name will be 株式会社KSS, its address will be 3-1 Matsubacho, Tokorozawa, Saitama Prefecture, its representative will be Representative Director Agatsuma Fumio (我妻文男), its business will be security services, and its capital will be ¥10 million. The major shareholder and ownership ratio will be Kyoei Security Service Co.,Ltd. 100%. Employee treatment: Not disclosed
This transaction
ItemDetails
Transaction nameThis merger
Counterparty name株式会社KSS, 株式会社ネオ・アメニティーサービス
Name of the Subject Company株式会社KSS (surviving company), 株式会社ネオ・アメニティーサービス (dissolved company)
Business Description of the Subject CompanySecurity services, Security services
Location of the Subject CompanyTokorozawa, Saitama Prefecture, Chuo-ku, Chiba, Chiba Prefecture
Capital Stock of the Subject Company¥10 million, ¥10 million
Date of Establishment of the Subject Company5 February 1988, 12 June 2003
Type of ConsiderationNo consideration (the merger is between wholly owned consolidated subsidiaries, and no new shares will be issued in connection with the merger)
Voting rights ownership percentageBefore 100% (both companies) → after 100% (surviving company: 株式会社KSS)
Impact on Business PerformanceThe impact on the Company's consolidated results will be immaterial.
Execution Date / Effective Date1 July 2026 (effective date of the merger)
Management structure after acquisitionThe company name will be 株式会社KSS, its address will be 3-1 Matsubacho, Tokorozawa, Saitama Prefecture, its representative will be Representative Director Agatsuma Fumio (我妻文男), its business will be security services, and its capital will be ¥10 million. The major shareholder and ownership ratio will be Kyoei Security Service Co.,Ltd. 100%. Employee treatment: Not disclosed
Items this document does not state (20)
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)Date of board resolutionContract DateValuation methodologyIndependent valuation institutionSpecial CommitteeConditions Precedent to Execution

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 merger is intended to integrate the two companies, both of which operate primarily in the Tokyo metropolitan area, enabling the rapid provision of optimal security services on a large scale to customers throughout the Kanto region.

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 a Change in a Specified Subsidiary Resulting from the Merger of Consolidated Subsidiaries | Kyoei Security Service Co.,Ltd. (7058) timely disclosure | Komori