Komori
M&A and Subsidiary Changes7167Mebuki Financial Group,Inc.Banks

Notice Regarding the Establishment of a Subsidiary

The Group plans to establish an agricultural company, 株式会社パスカルファーム, to be capitalized 49% by The Ashikaga Bank, Ltd. and 51% by Kajiya Kosuke (梶屋 厚介), subject to obtaining approval from the relevant authorities and other conditions. Establishment is scheduled for late October 2026, with operations scheduled to commence in late December of the same year.

Worth reading
51Recurring
Scored from 4 of 5 sections
Direction
Neutral
Direction inferred from the company’s description.
Scale
150
¥ million (capital)
Wording
Avoiding a definitive answer
How definitive the wording is.

This transaction

Establishment of an agricultural subsidiary
CounterpartyKajiya Kosuke (梶屋 厚介), Ashikaga Bank, Ltd.
Disclosing companyMebuki Financial Group,Inc.
株式会社パスカルファーム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.The percentage before the change is not stated in this document.

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

Production, processing or sale of agricultural products

Location Utsunomiya, Tochigi PrefectureShare capital ¥150 millionDate of incorporation Late October 2026 (予定)
Consideration and expenses
Funding arrangementsCapital contributions by Kajiya Kosuke (梶屋 厚介) (51%) and The Ashikaga Bank, Ltd. (49%)
Impact on Business Performance

The impact on the Company's consolidated and non-consolidated results for the fiscal year ending March 2027 is expected to be minor.

Procedures and assumptions
Conditions Precedent to ExecutionObtaining approval from the relevant authorities for a company contributing to the advancement of non-banking businesses and other matters
Management structure after acquisitionThe corporate name will be 株式会社パスカルファーム. The representative will be Representative Director Kajiya Kosuke (梶屋 厚介). The shareholders and voting rights ratios will be Kajiya Kosuke (梶屋 厚介), 51%, and The Ashikaga Bank, Ltd., 49%. Employee treatment: Not disclosed
This transaction
ItemDetails
Transaction nameEstablishment of an agricultural subsidiary
Counterparty nameKajiya Kosuke (梶屋 厚介), Ashikaga Bank, Ltd.
Name of the Subject Company株式会社パスカルファーム
Business Description of the Subject CompanyProduction, processing or sale of agricultural products
Location of the Subject CompanyUtsunomiya, Tochigi Prefecture
Capital Stock of the Subject Company¥150 million
Date of Establishment of the Subject CompanyLate October 2026 (予定)
Voting rights ownership percentageAfter Kajiya Kosuke (梶屋 厚介): 51%; The Ashikaga Bank, Ltd.: 49% (before not disclosed)
Funding arrangementsCapital contributions by Kajiya Kosuke (梶屋 厚介) (51%) and The Ashikaga Bank, Ltd. (49%)
Impact on Business PerformanceThe impact on the Company's consolidated and non-consolidated results for the fiscal year ending March 2027 is expected to be minor.
Date of board resolution31 August 2026
Execution Date / Effective DateLate October 2026 (予定). Operations are scheduled to commence in late December 2026 (予定)
Conditions Precedent to ExecutionObtaining approval from the relevant authorities for a company contributing to the advancement of non-banking businesses and other matters
Management structure after acquisitionThe corporate name will be 株式会社パスカルファーム. The representative will be Representative Director Kajiya Kosuke (梶屋 厚介). The shareholders and voting rights ratios will be Kajiya Kosuke (梶屋 厚介), 51%, and The Ashikaga Bank, Ltd., 49%. Employee treatment: Not disclosed
Items this document does not state (18)
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 priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredGoodwill amountAmount of extraordinary income (loss)Contract DateValuation 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.

The Group states that it will enter the agricultural business directly and contribute to the sustainable growth of local communities in response to challenges emerging in agricultural areas of Ibaraki and Tochigi prefectures, including the aging of farmers, sluggish growth in the number of new farmers, and an increase in abandoned farmland.

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 Establishment of a Subsidiary | Mebuki Financial Group,Inc. (7167) timely disclosure | Komori