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M&A and Subsidiary Changes7419Nojima Co.,Ltd.Retail

Notice Regarding the Acquisition of Shares in a New Company (Name TBD) to Be Established by Hitachi Global Life Solutions, Inc. (Making It a Subsidiary)

Nojima Corporation has entered into an agreement to acquire 80.1% of the issued shares of a new company to which Hitachi Global Life Solutions, Inc. plans to transfer its home appliance business, paying cash through a special-purpose company and making the new company a subsidiary. The acquisition price is ¥110 billion. Including the acquisition of all shares of AHHA, an overseas home appliance business company, Nojima plans to integrate its domestic and overseas home appliance businesses under the new company.

Worth reading
56In focus
0–100. This measures how worthwhile something is to read, not how good or bad the company is.
Direction
Improvement
Direction inferred from the company’s description.
Scale
1101
¥100 million (total estimated amount)
Wording
Conditional
How definitive the wording is.

This transaction

This share acquisition
CounterpartyHitachi Global Life Solutions, Inc.
Disclosing companyNojima Co.,Ltd.
New company (name undecided)Voting rights ownership percentageNumber of shares acquired Number of shares to be acquired: the number of shares equivalent to an 80.1% voting interest. Actual number of shares and 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.
Target company

Undecided

Location UndecidedShare capital UndecidedDate of incorporation Undecided
Net SalesUndecided (fiscal year-end: Not disclosed)
Operating profitUndecided (fiscal year-end: Not disclosed)
Net income for the current fiscal yearNot applicable (as the company will be newly established)
Net assetsUndecided (fiscal year-end: Not disclosed)
Consideration and expenses
Acquisition price¥110.0 billion
Expenses other than the acquisition price¥100 million (estimated amount)
Type of ConsiderationCash
Impact on Business Performance

The impact of the acquisition of the Shares on earnings forecasts from the current fiscal year onward is currently under review.

Procedures and assumptions
Conditions Precedent to ExecutionCompletion of the necessary procedures under competition laws and other requirements
Management structure after acquisitionNojima plans to integrate under the new company the management resources and operating platforms of the home appliance businesses that have to date been divided between Japan (Hitachi GLS) and overseas (AHHA). Trade name, representative, and treatment of employees: Not disclosed
This transaction
ItemDetails
Transaction nameThis share acquisition
Counterparty nameHitachi Global Life Solutions, Inc.
Name of the Subject CompanyNew company (name undecided)
Business Description of the Subject CompanyUndecided
Location of the Subject CompanyUndecided
Capital Stock of the Subject CompanyUndecided
Date of Establishment of the Subject CompanyUndecided
Net Sales of the Subject CompanyUndecided (fiscal year-end: Not disclosed)
Operating Profit of the Subject CompanyUndecided (fiscal year-end: Not disclosed)
Net Income of the Subject CompanyNot applicable (as the company will be newly established)
Net Assets of the Subject CompanyUndecided (fiscal year-end: Not disclosed)
Acquisition price¥110.0 billion
Expenses other than the acquisition price¥100 million (estimated amount)
Type of ConsiderationCash
Number of shares acquiredNumber of shares to be acquired: the number of shares equivalent to an 80.1% voting interest. Actual number of shares and voting rights: Not disclosed
Voting rights ownership percentageBefore 0% → after 80.1%
Impact on Business PerformanceThe impact of the acquisition of the Shares on earnings forecasts from the current fiscal year onward is currently under review.
Date of board resolution21 April 2026
Contract Date21 April 2026
Execution Date / Effective DateDuring the fiscal year ending March 2027 (scheduled)
Conditions Precedent to ExecutionCompletion of the necessary procedures under competition laws and other requirements
Management structure after acquisitionNojima plans to integrate under the new company the management resources and operating platforms of the home appliance businesses that have to date been divided between Japan (Hitachi GLS) and overseas (AHHA). Trade name, representative, and treatment of employees: Not disclosed
Items this document does not state (10)
Merger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation 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.

To combine Nojima's ability to engage with customers and identify market needs with the Japanese manufacturing expertise developed by the Hitachi Group, thereby strengthening high-value-added home appliance products and a customer-oriented business model spanning product development through after-sales service. In addition, the acquisition of AHHA will consolidate the domestic and overseas home appliance businesses and accelerate growth through integrated global operations.

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 Regarding the Acquisition of Shares in a New Company (Name TBD) to Be Established by Hitachi Global Life Solutions, Inc. (Making It a Subsidiary) | Nojima Co.,Ltd. (7419) timely disclosure | Komori