Worth reading
48Recurring
0–100. This measures how worthwhile something is to read, not how good or bad the company is.Direction
Improvement
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How definitive the wording is.This transaction
Share acquisition (making the company a subsidiary)Disclosing companyUKAI CO.,LTD.
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
Restaurant operations
Location Shibuya-ku, TokyoShare capital ¥3 millionDate of incorporation 20 January 1993
Net Sales¥46.495 million (fiscal year ended July 2026)
Operating profitOperating loss of ¥0.495 million (fiscal year ended July 2026)
Net income for the current fiscal yearNet income of ¥17,000 (fiscal year ended July 2026)
Net assetsNet assets of ¥10.470 million (fiscal year ended July 2026)
Consideration and expenses
Acquisition priceNot disclosed at the request of the counterparty
Impact on Business Performance
The impact of this transaction on results for the fiscal year ending March 2027 is expected to be minor.
Procedures and assumptions
Management structure after acquisitionThe company will create synergies between the businesses through collaboration with UKAI CO.,LTD., including personnel exchanges and the sharing of know-how. It will also support the continuation and growth of the business while respecting the company's individuality.
| Item | Details |
|---|---|
| Transaction name | Share acquisition (making the company a subsidiary) |
| Name of the Subject Company | Yamaoka Shoji Co., Ltd. |
| Business Description of the Subject Company | Restaurant operations |
| Location of the Subject Company | Shibuya-ku, Tokyo |
| Capital Stock of the Subject Company | ¥3 million |
| Date of Establishment of the Subject Company | 20 January 1993 |
| Net Sales of the Subject Company | ¥46.495 million (fiscal year ended July 2026) |
| Operating Profit of the Subject Company | Operating loss of ¥0.495 million (fiscal year ended July 2026) |
| Net Income of the Subject Company | Net income of ¥17,000 (fiscal year ended July 2026) |
| Net Assets of the Subject Company | Net assets of ¥10.470 million (fiscal year ended July 2026) |
| Acquisition price | Not disclosed at the request of the counterparty |
| Number of shares acquired | 60 shares (number of voting rights: Not disclosed) |
| Voting rights ownership percentage | Before 0％ → after 100％ |
| Impact on Business Performance | The impact of this transaction on results for the fiscal year ending March 2027 is expected to be minor. |
| Date of board resolution | 6 November 2026 |
| Contract Date | 1 December 2026 (Tuesday, scheduled) |
| Execution Date / Effective Date | 4 January 2027 (Monday, scheduled) |
| Management structure after acquisition | The company will create synergies between the businesses through collaboration with UKAI CO.,LTD., including personnel exchanges and the sharing of know-how. It will also support the continuation and growth of the business while respecting the company's individuality. |
Items this document does not state (14)
Counterparty nameExpenses other than the acquisition priceType of ConsiderationMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodFunding arrangementsGoodwill amountAmount of extraordinary income (loss)Valuation 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 aim is to carry forward the target company's technology and philosophy in line with the long-term management vision and medium-term management plan, generate synergies between the businesses through personnel exchanges and the sharing of know-how, strengthen the business foundation, and create new value. The company also seeks to preserve and develop Japan's food-service culture and enhance corporate value over the medium to long term.
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