Worth reading
45Recurring
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
728
¥ million (book value of the assets of the business being transferred)Wording
Conditional
How definitive the wording is.This transaction
Name of transactionCounterparty株式会社オキュデバイセズ
Disclosing companySEED CO.,LTD.
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
Smart contact lens business
Net Sales¥1 million (fiscal year ended March 2026)
Consideration and expenses
Type of ConsiderationShares: オキュデバイセズ will issue Class A shares and allot and deliver all of them to the Company
Impact on Business Performance
The impact on consolidated financial results is expected to be immaterial.
Procedures and assumptions
Valuation methodologyThe number of shares to be issued will be calculated by subtracting the book value of the liabilities from the book value of the assets of the business being transferred and dividing the resulting amount by 50,000.
Conditions Precedent to ExecutionAs the transaction qualifies as a simplified absorption-type company split under Article 784, Paragraph 2 of the Companies Act, the Company will not hold a shareholders meeting to approve the absorption-type company split agreement. Other conditions, including permits and approvals, are not disclosed.
Management structure after acquisitionThere will be no changes resulting from this absorption-type company split to the names, locations, titles and names of the representatives, business descriptions, capital or fiscal year-ends of the Company or オキュデバイセズ. Employee treatment is not disclosed.
| Item | Details |
|---|---|
| Transaction name | Name of transaction |
| Counterparty name | 株式会社オキュデバイセズ |
| Business Description of the Subject Company | Smart contact lens business |
| Net Sales of the Subject Company | ¥1 million (fiscal year ended March 2026) |
| Type of Consideration | Shares: オキュデバイセズ will issue Class A shares and allot and deliver all of them to the Company |
| Number of shares acquired | Class A shares: the amount obtained by dividing the book value of the assets related to the business as of 30 June 2026, less the book value of its liabilities, by 50,000, rounded up to the nearest whole share |
| Voting rights ownership percentage | Before 100.00% (as of 15 May 2026) (after not disclosed) |
| Impact on Business Performance | The impact on consolidated financial results is expected to be immaterial. |
| Date of board resolution | 19 May 2026 |
| Contract Date | 19 May 2026 |
| Execution Date / Effective Date | 1 July 2026 (scheduled) |
| Valuation methodology | The number of shares to be issued will be calculated by subtracting the book value of the liabilities from the book value of the assets of the business being transferred and dividing the resulting amount by 50,000. |
| Conditions Precedent to Execution | As the transaction qualifies as a simplified absorption-type company split under Article 784, Paragraph 2 of the Companies Act, the Company will not hold a shareholders meeting to approve the absorption-type company split agreement. Other conditions, including permits and approvals, are not disclosed. |
| Management structure after acquisition | There will be no changes resulting from this absorption-type company split to the names, locations, titles and names of the representatives, business descriptions, capital or fiscal year-ends of the Company or オキュデバイセズ. Employee treatment is not disclosed. |
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.The purpose is to concentrate the management resources of the smart contact lens business at オキュデバイセズ, enabling flexible business operations with a view to future capital and business alliances. The transaction is also intended to accelerate decision-making and the creation of collaboration opportunities with research and development partners.
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.
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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.