Decision and Details
The share exchange between AISAN INDUSTRY CO.,LTD. and テイケイ気化器株式会社
Based on the calculations by an independent third-party institution and after carefully negotiating and discussing the matter while comprehensively considering テイケイ気化器株式会社's financial and asset position, outlook for future business activities and other factors, the companies determined that the share exchange ratio was appropriate for the shareholders of both companies.
| Item | Details |
|---|---|
| Matter Covered | The share exchange between AISAN INDUSTRY CO.,LTD. and テイケイ気化器株式会社 |
| Decision Date | 30 March 2026 (date of execution of the share exchange agreement and decision date) |
| Implementation Date | 1 July 2026 (scheduled effective date) |
| Period Covered | On or after 1 July 2026 (after the effective date of the share exchange) |
| Amount | Share value of ¥1,983–¥2,235 per AISAN INDUSTRY CO.,LTD. common share and ¥12,312–¥13,340 per テイケイ気化器株式会社 common share |
| Quantity / scale | Share exchange ratio: 6.12 AISAN INDUSTRY CO.,LTD. common shares for each テイケイ気化器株式会社 common share; 121,176 shares expected to be delivered; 144,000 issued shares of テイケイ気化器株式会社 |
| Reason | Based on the calculations by an independent third-party institution and after carefully negotiating and discussing the matter while comprehensively considering テイケイ気化器株式会社's financial and asset position, outlook for future business activities and other factors, the companies determined that the share exchange ratio was appropriate for the shareholders of both companies. |
| Governing Rule | Article 794, paragraph 1; Article 193 of the Ordinance for Enforcement of the Companies Act; Article 234; Article 796, paragraphs 2 and 3; Article 795, paragraph 1; and Article 799, paragraph 1 of the Companies Act |
| Future plans | テイケイ気化器株式会社 is scheduled to hold a shareholders' meeting by the day before the effective date to obtain approval of the share exchange agreement and other matters. The share exchange is scheduled to take effect on 1 July 2026. |
Items this document does not state (3)
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.After negotiations and discussions based on the calculations by an independent third-party institution and taking comprehensive account of the financial and asset positions of both companies, as well as their outlook for future business activities, the companies determined that the share exchange ratio was appropriate for the shareholders of both companies.