Worth reading
47Recurring
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
284
¥ million (sales of the businesses subject to the company split for the fiscal year ending March 2026)Wording
Conditional
How definitive the wording is.This transaction
Name of transactionCounterpartyOneStream株式会社
Disclosing companyTOYOTA MOTOR CORPORATION
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 operation of the logistics efficiency system “OneStream,” provision of services to customers related to the system, and businesses incidental to these activities, conducted by the company
Net Sales¥284 million (fiscal year ending March 2026, division being split)
Consideration and expenses
Type of ConsiderationShares (2,005 common shares and 8,665 Class A preferred shares of OneStream株式会社)
Impact on Business Performance
The impact of this absorption-type company split on the company’s consolidated results will be immaterial. In addition, the impact on future consolidated results is expected to be immaterial.
Procedures and assumptions
Valuation methodologyToyota Motor Corporation and OneStream株式会社 held earnest discussions, taking into comprehensive consideration the earnings performance and future outlook of the business, the assets to be transferred, and other factors.
Conditions Precedent to ExecutionApproval at OneStream株式会社’s shareholders meeting to approve the absorption-type company split agreement. Toyota Motor Corporation will not hold an approval shareholders meeting because the transaction qualifies as a simplified company split under Article 784, Paragraph 2 of the Companies Act.
Management structure after acquisitionThe names, locations, titles and names of representatives, business descriptions, capital, and fiscal year-end of Toyota Motor Corporation and OneStream株式会社 will not change as a result of this absorption-type company split. Separately, Toyota Motor Corporation plans to transfer part of its holdings of OneStream株式会社 common shares, representing a 30% shareholding, around mid-June 2026.
| Item | Details |
|---|---|
| Transaction name | Name of transaction |
| Counterparty name | OneStream株式会社 |
| Business Description of the Subject Company | Development and operation of the logistics efficiency system “OneStream,” provision of services to customers related to the system, and businesses incidental to these activities, conducted by the company |
| Net Sales of the Subject Company | ¥284 million (fiscal year ending March 2026, division being split) |
| Type of Consideration | Shares (2,005 common shares and 8,665 Class A preferred shares of OneStream株式会社) |
| Number of shares acquired | 2,005 common shares and 8,665 Class A preferred shares (number of voting rights not stated) |
| Voting rights ownership percentage | Before 100% (largest shareholder and shareholding ratio in OneStream株式会社) (after not disclosed) |
| Impact on Business Performance | The impact of this absorption-type company split on the company’s consolidated results will be immaterial. In addition, the impact on future consolidated results is expected to be immaterial. |
| Date of board resolution | 19 May 2026 (OneStream株式会社) / 20 May 2026 (Toyota Motor Corporation: date of the representative director’s decision) |
| Contract Date | 20 May 2026 |
| Execution Date / Effective Date | 29 June 2026 (予定) |
| Valuation methodology | Toyota Motor Corporation and OneStream株式会社 held earnest discussions, taking into comprehensive consideration the earnings performance and future outlook of the business, the assets to be transferred, and other factors. |
| Conditions Precedent to Execution | Approval at OneStream株式会社’s shareholders meeting to approve the absorption-type company split agreement. Toyota Motor Corporation will not hold an approval shareholders meeting because the transaction qualifies as a simplified company split under Article 784, Paragraph 2 of the Companies Act. |
| Management structure after acquisition | The names, locations, titles and names of representatives, business descriptions, capital, and fiscal year-end of Toyota Motor Corporation and OneStream株式会社 will not change as a result of this absorption-type company split. Separately, Toyota Motor Corporation plans to transfer part of its holdings of OneStream株式会社 common shares, representing a 30% shareholding, around mid-June 2026. |
Items this document does not state (18)
Name of the Subject CompanyLocation of the Subject CompanyCapital Stock of the Subject CompanyDate of Establishment 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 periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Independent 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.By transferring this business to OneStream株式会社, the company aims to improve management efficiency and concentrate capital, establish a structure capable of responding flexibly to changes in the market environment, and build flexible strategic capabilities and profitability. In addition, the company plans to separately transfer 30% of its shares in OneStream株式会社 to strengthen the executive structure for enhancing OneStream株式会社’s corporate value.
How to read this page
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