Worth reading
39Recurring
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Neutral
Direction inferred from the company’s description.Scale
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Displayed only when the document provides numerical figures.Wording
Definitive
How definitive the wording is.This transaction
This mergerCounterparty (target company)株式会社AtoG1
Disclosing companyYAMAZEN CORPORATION
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
Holding, management, purchase and sale, investment in, and management of securities
Location Nishi-ku, Osaka CityShare capital ¥100 millionDate of incorporation 7 March 2024
Net Sales¥31 million (fiscal year ended January 2026)
Operating profit¥22 million (fiscal year ended January 2026)
Net income for the current fiscal year¥101 million (fiscal year ended January 2026)
Net assets¥821 million (fiscal year ended January 2026)
Consideration and expenses
Acquisition priceNo shares, cash or other consideration will be allotted
Type of ConsiderationNo cash, shares or other consideration will be allotted
Impact on Business Performance
The impact on consolidated results will be immaterial.
Procedures and assumptions
Conditions Precedent to ExecutionThe merger will be carried out without obtaining approval of the merger agreement at shareholder meetings of the Company and 株式会社AtoG1.
Management structure after acquisitionFollowing the merger, there will be no changes to the Company's name, location, titles or names of its representative, business activities, capital or fiscal year-end. Employee treatment: Not disclosed
| Item | Details |
|---|---|
| Transaction name | This merger |
| Counterparty name | 株式会社AtoG1 |
| Name of the Subject Company | 株式会社AtoG1 |
| Business Description of the Subject Company | Holding, management, purchase and sale, investment in, and management of securities |
| Location of the Subject Company | Nishi-ku, Osaka City |
| Capital Stock of the Subject Company | ¥100 million |
| Date of Establishment of the Subject Company | 7 March 2024 |
| Net Sales of the Subject Company | ¥31 million (fiscal year ended January 2026) |
| Operating Profit of the Subject Company | ¥22 million (fiscal year ended January 2026) |
| Net Income of the Subject Company | ¥101 million (fiscal year ended January 2026) |
| Net Assets of the Subject Company | ¥821 million (fiscal year ended January 2026) |
| Acquisition price | No shares, cash or other consideration will be allotted |
| Type of Consideration | No cash, shares or other consideration will be allotted |
| Voting rights ownership percentage | Before 100% → after Not applicable (株式会社AtoG1 will be dissolved through the merger) |
| Impact on Business Performance | The impact on consolidated results will be immaterial. |
| Date of board resolution | 23 June 2026 |
| Contract Date | 23 June 2026 |
| Execution Date / Effective Date | 1 August 2026 (予定) |
| Conditions Precedent to Execution | The merger will be carried out without obtaining approval of the merger agreement at shareholder meetings of the Company and 株式会社AtoG1. |
| Management structure after acquisition | Following the merger, there will be no changes to the Company's name, location, titles or names of its representative, business activities, capital or fiscal year-end. Employee treatment: Not disclosed |
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 improve the efficiency of group operations.
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