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M&A and Subsidiary Changes7912Dai Nippon Printing Co.,Ltd.Information and Communications, Services and Others

Notice Regarding a Company Split (Simplified Absorption-Type Company Split) with a Consolidated Subsidiary

Dai Nippon Printing will assume the business of the sales division operated by its consolidated subsidiary, 株式会社DNPプランニングネットワーク, through a company split. The effective date is scheduled for 1 April 2027.

Worth reading
45Recurring
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
2886
¥ million (revenue of the business to be assumed for the fiscal year ending March 2026)
Wording
Conditional
How definitive the wording is.

This transaction

Name of transaction
Counterparty (target company)株式会社DNPプランニングネットワーク
Disclosing companyDai Nippon Printing Co.,Ltd.
Voting rights ownership percentage

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

Sales promotion support in the travel and tourism sector

Location Shinjuku-ku, TokyoShare capital ¥50 million (as of 9 October 2026)Date of incorporation 23 March 1987
Net Sales¥2,886 million (fiscal year ended March 2026)
Operating profit¥122 million (fiscal year ended March 2026)
Net income for the current fiscal year¥85 million (fiscal year ended March 2026)
Net assets¥119 million (fiscal year ended March 2026)
Consideration and expenses
Acquisition priceNot applicable (no shares or other assets will be allocated in connection with this absorption-type company split)
Type of ConsiderationNo consideration (no shares or other assets will be allocated in connection with this absorption-type company split)
Impact on Business Performance

The impact on the Company's consolidated results will be minor.

Procedures and assumptions
Conditions Precedent to ExecutionThis transaction is subject to 株式会社DNPプランニングネットワーク becoming a wholly owned subsidiary of the company by the effective date. As the requirements under Article 796, Paragraph 2 of the Companies Act are met, the company will carry out the transaction without obtaining approval at a shareholders' meeting.
Management structure after acquisitionThere will be no changes resulting from this absorption-type company split to the company's corporate name, head office location, titles and names of its representative officers, business activities excluding the business subject to this absorption-type company split, stated capital or fiscal year-end.
This transaction
ItemDetails
Transaction nameName of transaction
Counterparty name株式会社DNPプランニングネットワーク
Name of the Subject Company株式会社DNPプランニングネットワーク
Business Description of the Subject CompanySales promotion support in the travel and tourism sector
Location of the Subject CompanyShinjuku-ku, Tokyo
Capital Stock of the Subject Company¥50 million (as of 9 October 2026)
Date of Establishment of the Subject Company23 March 1987
Net Sales of the Subject Company¥2,886 million (fiscal year ended March 2026)
Operating Profit of the Subject Company¥122 million (fiscal year ended March 2026)
Net Income of the Subject Company¥85 million (fiscal year ended March 2026)
Net Assets of the Subject Company¥119 million (fiscal year ended March 2026)
Acquisition priceNot applicable (no shares or other assets will be allocated in connection with this absorption-type company split)
Type of ConsiderationNo consideration (no shares or other assets will be allocated in connection with this absorption-type company split)
Voting rights ownership percentageBefore 95.00% → after 100.00% (wholly owned subsidiary)
Impact on Business PerformanceThe impact on the Company's consolidated results will be minor.
Date of board resolution9 October 2026
Contract Date18 February 2027 (scheduled)
Execution Date / Effective Date1 April 2027 (予定)
Conditions Precedent to ExecutionThis transaction is subject to 株式会社DNPプランニングネットワーク becoming a wholly owned subsidiary of the company by the effective date. As the requirements under Article 796, Paragraph 2 of the Companies Act are met, the company will carry out the transaction without obtaining approval at a shareholders' meeting.
Management structure after acquisitionThere will be no changes resulting from this absorption-type company split to the company's corporate name, head office location, titles and names of its representative officers, business activities excluding the business subject to this absorption-type company split, stated capital or fiscal year-end.
Items this document does not state (12)
Expenses other than the acquisition priceMerger ratio/share exchange ratioTender offer priceMinimum number of shares to be purchasedTender offer periodNumber of shares acquiredFunding 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 purpose is to respond swiftly and flexibly to the increasing complexity of marketing challenges faced by client companies and to strengthen the competitiveness of the marketing-related business. The company intends to integrate and utilize the human resources, expertise and operating infrastructure of DNPプランニングネットワーク and DNPコミュニケーションデザイン to enhance planning and production capabilities and improve operating efficiency.

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 a Company Split (Simplified Absorption-Type Company Split) with a Consolidated Subsidiary | Dai Nippon Printing Co.,Ltd. (7912) timely disclosure | Komori