Worth reading
38Recurring
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
4704
¥ millions (revenue of the business to be acquired for the fiscal year ended June 2025)Wording
Conditional
How definitive the wording is.This transaction
Acquisition of the Geotechnical Technology business and acquisition of shares in Ando (making it a subsidiary)CounterpartyJFD Engineering Co., Ltd.
Disclosing companyTakashima & Co.,Ltd.
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
(Business to be acquired) The company is principally engaged in ground improvement work, foundation work, settlement correction work and soil contamination investigations, among other activities. / (Ando) Manufacturing of reinforced-concrete piles
Location Kita-ku, Osaka, Osaka Prefecture (JFD Engineering), Sakae, Inba District, Chiba Prefecture (Ando)Share capital ¥100 million (JFD Engineering), ¥30 million (Ando)Date of incorporation 12 January 2005 (JFD Engineering), 7 January 1954 (Ando)
Net Sales¥4,704 million (actual revenue for the fiscal year ended June 2025, business to be acquired), ¥151 million (actual revenue for the fiscal year ended February 2026, Ando)
Net assets¥67 million (at the end of the fiscal year ended June 2025, JFD Engineering; not stated for Ando)
Procedures and assumptions
Management structure after acquisitionThe Company states that it will combine Iwasui Kaihatsu's locally rooted expertise and technology with JFD Engineering's nationwide network and construction capabilities, and further deepen the business partnership in which the strengths of both companies complement each other. The corporate name, representative and employee treatment are not disclosed.
| Item | Details |
|---|---|
| Transaction name | Acquisition of the Geotechnical Technology business and acquisition of shares in Ando (making it a subsidiary) |
| Counterparty name | JFD Engineering Co., Ltd. |
| Name of the Subject Company | JFD Engineering Co., Ltd. (business to be acquired: Geotechnical Technology business), Ando Co., Ltd. |
| Business Description of the Subject Company | (Business to be acquired) The company is principally engaged in ground improvement work, foundation work, settlement correction work and soil contamination investigations, among other activities. / (Ando) Manufacturing of reinforced-concrete piles |
| Location of the Subject Company | Kita-ku, Osaka, Osaka Prefecture (JFD Engineering), Sakae, Inba District, Chiba Prefecture (Ando) |
| Capital Stock of the Subject Company | ¥100 million (JFD Engineering), ¥30 million (Ando) |
| Date of Establishment of the Subject Company | 12 January 2005 (JFD Engineering), 7 January 1954 (Ando) |
| Net Sales of the Subject Company | ¥4,704 million (actual revenue for the fiscal year ended June 2025, business to be acquired), ¥151 million (actual revenue for the fiscal year ended February 2026, Ando) |
| Net Assets of the Subject Company | ¥67 million (at the end of the fiscal year ended June 2025, JFD Engineering; not stated for Ando) |
| Number of shares acquired | 60,000 shares (number of voting rights: 60,000) |
| Voting rights ownership percentage | Before 0％ → after 100％ |
| Date of board resolution | 14 May 2026 |
| Contract Date | 14 May 2026 (scheduled) |
| Execution Date / Effective Date | 1 June 2026 (予定) |
| Management structure after acquisition | The Company states that it will combine Iwasui Kaihatsu's locally rooted expertise and technology with JFD Engineering's nationwide network and construction capabilities, and further deepen the business partnership in which the strengths of both companies complement each other. The corporate name, representative and employee treatment are not disclosed. |
Items this document does not state (17)
Operating Profit of the Subject CompanyNet Income of the Subject CompanyAcquisition priceExpenses 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)Impact on Business PerformanceValuation 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.To expand the business base in the ground improvement and pile foundation fields of the non-residential market by combining Iwasui Kaihatsu's expertise and technology in the Chugoku and Shikoku regions with JFD Engineering's nationwide network and construction capabilities. In the case of Ando, the purpose is to bring in its reinforced-concrete pile manufacturing capabilities.
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