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How definitive the wording is.This transaction
This absorption mergerCounterparty (target company)Canon Electron Tubes & Devices Co., Ltd.
Disclosing companyCANON INC.
TimelineThe spacing between the points is proportional to the actual number of days.
Target company
Development, manufacture and sale of electron tubes and related products
Location Otawara, TochigiShare capital ¥480 millionDate of incorporation 1 October 2003
Net Sales¥26,695 million (fiscal year ended December 2025)
Operating profit¥1,942 million (fiscal year ended December 2025)
Net income for the current fiscal year¥1,391 million (fiscal year ended December 2025)
Net assets¥11,953 million (fiscal year ended December 2025)
Consideration and expenses
Acquisition priceNo shares or other monetary consideration will be allotted.
Type of ConsiderationNo consideration (no shares or other monetary consideration will be allotted)
Impact on Business Performance
The impact on the company's consolidated results is expected to be minor.
Procedures and assumptions
Conditions Precedent to ExecutionThe merger is scheduled to be carried out without obtaining shareholder approval, as both a simplified merger under Article 796, Paragraph 2 of the Companies Act and a short-form merger under Article 784, Paragraph 1 of the Companies Act.
Management structure after acquisitionThere will be no changes to the company's name, location, title and name of its representative, business activities, capital or fiscal year-end. Employee treatment: not disclosed.
| Item | Details |
|---|---|
| Transaction name | This absorption merger |
| Counterparty name | Canon Electron Tubes & Devices Co., Ltd. |
| Name of the Subject Company | Canon Electron Tubes & Devices Co., Ltd. |
| Business Description of the Subject Company | Development, manufacture and sale of electron tubes and related products |
| Location of the Subject Company | Otawara, Tochigi |
| Capital Stock of the Subject Company | ¥480 million |
| Date of Establishment of the Subject Company | 1 October 2003 |
| Net Sales of the Subject Company | ¥26,695 million (fiscal year ended December 2025) |
| Operating Profit of the Subject Company | ¥1,942 million (fiscal year ended December 2025) |
| Net Income of the Subject Company | ¥1,391 million (fiscal year ended December 2025) |
| Net Assets of the Subject Company | ¥11,953 million (fiscal year ended December 2025) |
| Acquisition price | No shares or other monetary consideration will be allotted. |
| Type of Consideration | No consideration (no shares or other monetary consideration will be allotted) |
| Number of shares acquired | None acquired (no shares or other monetary consideration will be allotted in connection with this absorption-type merger) |
| Voting rights ownership percentage | Before 100.00% (after not disclosed) |
| Impact on Business Performance | The impact on the company's consolidated results is expected to be minor. |
| Date of board resolution | 27 October 2026 |
| Contract Date | 27 October 2026 |
| Execution Date / Effective Date | 1 January 2027 (scheduled). This may be changed by agreement between the two companies. |
| Conditions Precedent to Execution | The merger is scheduled to be carried out without obtaining shareholder approval, as both a simplified merger under Article 796, Paragraph 2 of the Companies Act and a short-form merger under Article 784, Paragraph 1 of the Companies Act. |
| Management structure after acquisition | There will be no changes to the company's name, location, title and name of its representative, business activities, capital or fiscal year-end. Employee treatment: not disclosed. |
Items this document does not state (11)
Expenses 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)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.The companies will integrate their components businesses and unify their development, production, sales and administrative platforms to maximize synergies within the business. This will strengthen their competitive advantage and cost competitiveness through advances in core technologies, improve profitability, and accelerate growth in the Medical Business Unit.
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