Komori
M&A and Subsidiary Changes7823ARTNATURE INC.Information and Communications, Services and Others

Notice Regarding the Transfer of Shares Resulting in a Change in Subsidiaries

Art Nature will sell all shares of its consolidated Philippine subsidiary, ANPI, to Pearlcoin in Hong Kong. Following the sale, ANPI will no longer be included in Art Nature's scope of consolidation.

Worth reading
55In focus
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
117
¥ million
Wording
Conditional
How definitive the wording is.

This transaction

Share transfer
CounterpartyPEARLCOIN(HONG KONG)LIMITED
Disclosing companyARTNATURE INC.
ARTNATURE PHILIPPINES INC.Voting rights ownership percentageNumber of shares acquired 900,000 shares (number of voting rights: 900,000)

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.White points represent dates designated as scheduled dates in the document.
Target company

Wig manufacturing

Location San Pedro, Laguna Province, Republic of the PhilippinesShare capital PHP90 millionDate of incorporation 17 November 1994
Net Sales¥667 million (fiscal year ended December 2025)
Operating profitOperating loss of ¥62 million (fiscal year ended December 2025)
Net income for the current fiscal yearNet loss of ¥42 million (fiscal year ended December 2025)
Net assetsNet assets of ¥265 million (fiscal year ended December 2025)
Consideration and expenses
Acquisition pricePHP46 million (¥117 million)
Impact on Business Performance

The impact on consolidated results for the fiscal year ending March 2027 is immaterial. Transactions with ANPI will continue for the time being after the transfer, with a gradual reduction planned.

Procedures and assumptions
Management structure after acquisitionTransactions with ANPI are expected to continue for the time being after the share transfer, with a policy of gradually reducing them going forward. The company name, representative and treatment of employees: Not disclosed
This transaction
ItemDetails
Transaction nameShare transfer
Counterparty namePEARLCOIN(HONG KONG)LIMITED
Name of the Subject CompanyARTNATURE PHILIPPINES INC.
Business Description of the Subject CompanyWig manufacturing
Location of the Subject CompanySan Pedro, Laguna Province, Republic of the Philippines
Capital Stock of the Subject CompanyPHP90 million
Date of Establishment of the Subject Company17 November 1994
Net Sales of the Subject Company¥667 million (fiscal year ended December 2025)
Operating Profit of the Subject CompanyOperating loss of ¥62 million (fiscal year ended December 2025)
Net Income of the Subject CompanyNet loss of ¥42 million (fiscal year ended December 2025)
Net Assets of the Subject CompanyNet assets of ¥265 million (fiscal year ended December 2025)
Acquisition pricePHP46 million (¥117 million)
Number of shares acquired900,000 shares (number of voting rights: 900,000)
Voting rights ownership percentageBefore 100.0% → after 0%
Impact on Business PerformanceThe impact on consolidated results for the fiscal year ending March 2027 is immaterial. Transactions with ANPI will continue for the time being after the transfer, with a gradual reduction planned.
Date of board resolution15 October 2026
Contract Date30 November 2026 (予定)
Execution Date / Effective Date1 December 2026 (scheduled)
Management structure after acquisitionTransactions with ANPI are expected to continue for the time being after the share transfer, with a policy of gradually reducing them going forward. The company name, representative and treatment of employees: Not disclosed
Items this document does not state (13)
Expenses 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 company states that, after fundamentally reviewing its production structure following the establishment and commencement of operations at a Bangladesh plant to diversify the risks of concentrating production in the Philippines and increase production capacity in line with business expansion, it decided to transfer ANPI's business.

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 Transfer of Shares Resulting in a Change in Subsidiaries | ARTNATURE INC. (7823) timely disclosure | Komori