Komori
M&A and Subsidiary Changes7914Kyodo Printing Co.,Ltd.Information and Communications, Services and Others

Notice Regarding Organizational Restructuring of the Publishing and Printing Business (Simplified Absorption-Type Company Split and Abbreviated Absorption-Type Company Split with a Wholly Owned Subsidiary, and Absorption-Type Merger between Wholly Owned Subsidiaries)

The sales function of 共同印刷’s publishing printing business will be transferred through an absorption-type company split to its wholly owned subsidiary 株式会社コスモグラフィック, which will then absorb 共同印刷メディアプロダクト株式会社 as the surviving company. 株式会社コスモグラフィック is also scheduled to change its corporate name on the effective date.

Worth reading
48Recurring
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
13123
¥ million (revenue of the business being transferred)
Wording
Conditional
How definitive the wording is.

This transaction

This absorption-type company split and this absorption-type merger
Counterparty (target company)株式会社コスモグラフィック, 共同印刷メディアプロダクト株式会社
Disclosing companyKyodo Printing Co.,Ltd.
Subject of this transactionVoting rights ownership percentage Before The Company owns 100% of 株式会社コスモグラフィック (after not disclosed)
TimelineThe spacing between the points is proportional to the actual number of days.White points represent dates designated as scheduled dates in the document.
Contract DateTo be determined
Target company

Publishing printing business (sales, prepress, printing, and bookbinding and finishing)

Location Bunkyo-ku, Tokyo; Goka-machi, Sashima-gun, Ibaraki PrefectureShare capital ¥95 million, ¥60 millionDate of incorporation 1 April 1983, Not disclosed
Net Sales¥3,173 million (fiscal year ending March 2026, 株式会社コスモグラフィック)
Operating profit¥152 million (fiscal year ending March 2026, 株式会社コスモグラフィック)
Net income for the current fiscal year¥124 million (fiscal year ending March 2026, 株式会社コスモグラフィック)
Net assets¥1,246 million (fiscal year ending March 2026, 株式会社コスモグラフィック)
Consideration and expenses
Acquisition priceNo shares or other assets will be allocated in connection with this absorption-type company split
Type of ConsiderationCash / no allocation of shares (this absorption-type company split)
Impact on Business Performance

The impact on the Company’s consolidated results will be immaterial

Procedures and assumptions
Conditions Precedent to ExecutionAs the Company satisfies the requirements for a simplified absorption-type company split stipulated in Article 784, Paragraph 2 of the Companies Act, the transaction will be carried out without obtaining approval at a shareholders’ meeting
Management structure after acquisition株式会社コスモグラフィック is scheduled to change its corporate name as of the effective date. Its corporate name, representative, and capital are to be determined. Its business will be the publishing printing business (sales, prepress, printing, and bookbinding and finishing).
This transaction
ItemDetails
Transaction nameThis absorption-type company split and this absorption-type merger
Counterparty name株式会社コスモグラフィック, 共同印刷メディアプロダクト株式会社
Name of the Subject Company株式会社コスモグラフィック, 共同印刷メディアプロダクト株式会社
Business Description of the Subject CompanyPublishing printing business (sales, prepress, printing, and bookbinding and finishing)
Location of the Subject CompanyBunkyo-ku, Tokyo; Goka-machi, Sashima-gun, Ibaraki Prefecture
Capital Stock of the Subject Company¥95 million, ¥60 million
Date of Establishment of the Subject Company1 April 1983, Not disclosed
Net Sales of the Subject Company¥3,173 million (fiscal year ending March 2026, 株式会社コスモグラフィック)
Operating Profit of the Subject Company¥152 million (fiscal year ending March 2026, 株式会社コスモグラフィック)
Net Income of the Subject Company¥124 million (fiscal year ending March 2026, 株式会社コスモグラフィック)
Net Assets of the Subject Company¥1,246 million (fiscal year ending March 2026, 株式会社コスモグラフィック)
Acquisition priceNo shares or other assets will be allocated in connection with this absorption-type company split
Type of ConsiderationCash / no allocation of shares (this absorption-type company split)
Voting rights ownership percentageBefore The Company owns 100% of 株式会社コスモグラフィック (after not disclosed)
Impact on Business PerformanceThe impact on the Company’s consolidated results will be immaterial
Date of board resolution9 November 2026
Contract DateTo be determined
Execution Date / Effective Date1 October 2027 (予定)
Conditions Precedent to ExecutionAs the Company satisfies the requirements for a simplified absorption-type company split stipulated in Article 784, Paragraph 2 of the Companies Act, the transaction will be carried out without obtaining approval at a shareholders’ meeting
Management structure after acquisition株式会社コスモグラフィック is scheduled to change its corporate name as of the effective date. Its corporate name, representative, and capital are to be determined. Its business will be the publishing printing business (sales, prepress, printing, and bookbinding and finishing).
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.

To respond to changes in the market structure resulting from the advance of digitalization and increasingly diverse consumer needs, accelerate decision-making, and transition the publishing printing business to an operating structure capable of responding appropriately to the market environment.

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 Organizational Restructuring of the Publishing and Printing Business (Simplified Absorption-Type Company Split and Abbreviated Absorption-Type Company Split with a Wholly Owned Subsidiary, and Absorption-Type Merger between Wholly Owned Subsidiaries) | Kyodo Printing Co.,Ltd. (7914) timely disclosure | Komori